Need You Now
by DreamingToAchieving
Summary: Peter feels that staying away from Gwen, like he promised to Captain Stacy, is the best way to protect her. But when a new danger arises, he needs Gwen more than ever. (Post-movie, The Amazing Spider-Man)
1. Chapter 1: Introductory Chapter

**Can I just say that this new reboot of Spider-Man was the BEST. I've seen it five times. And Andrew Garfield is just mighty attractive ;)**

**I have this story planned out in my head and I really hope you like the way it turns out.**

**Constructive criticism welcomed!**

**Favorite, review, alert. All that good stuff!**

**Thank you for reading!**

* * *

**Need You Now**

Peter Parker lived hidden behind the masked hero known as Spiderman. Between juggling school, Aunt May, and his duty to protect New York City, he found himself making time to stop at the same place every night. He stayed up late at night perched at the top of the building right across Apartment 2016. He was soaking up everything about her as his eyes followed her every move. It had been a month since they talked. Peter wanted so desperately to have some sort of contact with her. Every single time he had the urge to swing across the street and knock on Gwen's window, the voice of the Captain rang through his mind, loud and clear. "_You're going to make enemies, Peter. People will get hurt, sometimes those closest to you. I want you to promise me something. Keep Gwen out of it,"_ the Captain's voice would repeat over and over until Peter would kick the foolish idea of talking to Gwen out of his head. He needed to keep his promise if he wanted to keep her safe.

There were occasions when Gwen would meet Peter's eyes, and they would share a short, brief unknowing glare. Then one of them would abruptly walk away in the opposite direction. Peter occasionally felt her eyes burning a hole through his back.

Neither knew what the other felt.

The past month had not been so easy for Gwen. While the OsCorp building was being rebuilt, Gwen tried her best to not let her thoughts wander to Peter during her free time. Sometimes she'd look out her window, hoping he'd be there. He never was though.

Couldn't Peter see that Gwen was hurting on the inside? She had lost her father, but she didn't expect to lose Peter also.

Peter woke up that Friday morning in pain. Peter was surprised how long he had lived in New York City never noticing just how much went on in the dark city streets at night. He took a look in the mirror, shirtless and in his boxer briefs. He winced as he spun in a circle to see his entire body. There was a large purple bruise on the left side of his face, his arms were covered in spots of green, blue, black, and purple, the left side of his torso had a deep cut from a knife which he had stitched up, and there were scratches all along his legs. He stayed up so late, he also had dark circles around his eyes.

He went back to his room and pulled his clothes on for school.

Zipping up his hoodie all the way so the marks on his neck couldn't be seen, he headed downstairs. He thought about the night before.

_Peter swung with ease across the city to make a quick stop before he went home. He was tired, exhausted, and overwhelmed. He had just fought three burglars, saved four women from being assaulted, and went to help a couple who had gotten into a bad car crash. He could feel the bruises already forming. Sometimes Peter hardly noticed the pain anymore; he got used to the pain from minor injuries. One of the burglars had managed to stab their small blade into his side, it was bleeding badly but Peter decided he'd stitch it up later. Every night after fighting, no matter how much pain or discomfort he was in, he stopped by Gwen's._

_Lately, he felt as though he needed to make sure Gwen was safe. He had been feeling odd the past few couple of days for whatever reason. He took his usual position across Gwen's apartment window and came to the realization she was perfectly okay. She was in her bed sound asleep. Peter felt calmness spread throughout his body. Then suddenly, a Cadillac pulled up outside the front door of the apartment building. A visibly tired, frustrated man stepped out. Spider-Man got that tingly feeling again as he watched the man disappear inside the building._

He left a little bit earlier to school than usual after saying good-bye to Aunt May. He skateboarded his way there especially slow. He decided he'd take the long way there. He couldn't shake the weird feeling he got last night off his mind. The long way to school also included passing by the front door of Gwen's apartment building. The door did open as he rode past, but it wasn't Gwen.

"Hey! You go to Midtown with me. You're in my biology class," the tall, built boy called out, lifting an arm. The boy started jogging to Peter.

Peter stopped himself and waited for the boy to catch up to him. Peter adjusted his glasses, pushing them up his nose. "Yeah, yeah. I think I've seen you around before, uhm you're…"

"Harry Osborn," he said, extending his hand. People pushed past them.

Peter shook it and picked up his board from the floor. "Peter Parker." Peter tucked his skateboard under his arm.

"Mind if I join you?" Harry motioned towards the direction of the school. He shifted his backpack to his other shoulder as he waited for an answer.

Suddenly, Peter felt something wrong. So very wrong. The section on the back of his neck in which the spider bit him a mere two months ago was hurting, tingling.

Harry raised a hand in front of Peter's face. Harry stood uncomfortably waiting, shifting from foot to foot. Peter shook his head and looked down at the sidewalk. He knitted his eyebrows together.

Harry placed an arm on his shoulder. Peter winced. That scratch was still a little tender.

"Peter? My dad left early to go to work. He couldn't give me a ride. Mind if I walk with you?" Harry asked.

Peter nodded. They walked for a while in silence, the sound of the city filling their ears. Cars zoomed past, people pushed them along the sidewalk. Each step Peter took reminded him of how badly hurt he was.

"What the hell do you do in your spare time, Peter Parker?" Harry joked, as he examined Peter's face.

Peter's mind was elsewhere. He managed to snap himself out of it. "Hmm?" he asked.

"No offense, but you look like shit," Harry pointed out.

Peter shook his head disregarding Harry's comment. "Oh. Yeah, well, it's nothing."

Harry nodded, assuming it wasn't his place to ask.

Peter had seen Harry around school often. Harry lived the normal high school life: high schools games, parties, girls, class. He never knew his name though.

"_Osborn_," Peter thought, "_Sounds familiar_."

They arrived at school just in time. Other students were walking quickly to their classes. Some who didn't care if they were late just stood there laughing, having a fun time with their friends.

"Three minutes till first period. Better hurry! See you in biology," Harry said, jogging towards the front of the building.

Peter stood there for a second. The feeling disappeared suddenly. Wincing at the pain in his side, he walked up the front steps of the school. He pulled open the door ignoring the glares and murmurs of the other students in the hallway. The bell rang and Peter was grateful. All the students dispersed, walking to their different classes. Peter knew all of his new, fresh injuries every day made him the talk of the school.

"Think he's abused at home?" some girl would ask.

"Maybe he's in a gang," they would suggest.

Peter smirked as he strode down the halls toward his locker. He opened it, as the last of the students disappeared into classroom doors and around hallway corners. He shut his locker door loudly. It was completely quiet in the deserted hallway. He was thinking of the man he saw walking into the apartment building.

He was greeted walking into his first class with a couple gasps from the students who noticed his bruises, and the teacher shaking her head. He did his best to hide the wounds by putting on layers and layers of clothing, stitch up wounds and clean himself, and not wince in pain when he walked.

He tried to look his best when at home especially because he couldn't take the looks of worry Aunt May would give him. She would hug him longer than necessary as if she was trying to hold together the mess she though Peter was. She never asks him about where he goes late at night or why he comes home looking the way he does. He was grateful for that.

"Late again, Mr. Parker," Mrs. Harper scolded.

"Sorry. Won't happen again," Peter said.

Peter walked to the middle aisle and took the seat behind Gwen. She was playing with a pen in her hand. Peter placed his backpack down beside him.

"Don't make promises you can't keep, Mr. Parker," Mrs. Harper said.

Peter stared at the back of Gwen's head. He wanted there to be some way to show Gwen that he cared for her. He needed to show her that he was only doing this so he could protect her.

He leaned forward in his seat and grabbed the front edge of his desk with his hands. He whispered quiet enough for just Gwen to hear.

"Yeah, but those are the best kind."

She turned slightly to the side poised and ready to say something. She hesitated then turned her head back to look straight forward. Her ponytail swayed slightly. She lifted her pen to her mouth and smiled. She smiled.

Peter slouched back in his seat. Immediately, the voice of the Captain invaded his mind. His mind was now being used against him. "_Keep Gwen out of it_," he would repeat over and over and over.

Mrs. Harper then finished her lecture and gave them the rest of class time to catch up on their essay due Monday. Gwen quickly turned around and placed her hand on the back of her chair.

Peter stared at her. He marveled in her beauty. The way she would tuck her hair behind her ear when she was nervous. The way she would play with her hands in her lap when she didn't know what to say.

After looking him up and down, she met his eyes. They stared at each other for a short minute.

"You look bad," she finally said.

Peter blinked. He stumbled on what to say. It was amazing, boggling, that even after he had gotten over his fear of talking to Gwen Stacy for the first time, he was still nervous around her. She just had that power over him. "Uhm, what?"

"The bruises and cuts," she pointed out.

Peter then fidgeted again with his collar.

"I figured you would get used to seeing me like this. All beat up," Peter joked. He chuckled as he started doodling on his paper.

She gaped at Peter. She examined what was visible of his neck, hands, and face. She felt like throwing a book at him. She wanted to yell at him to be more careful. She saw the way he limped almost every day and the way he fidgeted to pull his jacket collar up to hide the marks on his neck. It hurt seeing him like that. It hurt because she wanted to be the one to take care of him. She wanted to be the one to make sure he was okay, to stitch up all the wounds and make him better.

Couldn't he see that him staying away from her was not protecting her, but hurting her? She wanted to be there for him. She wanted him to be there for her.

The bell rang.

"I'm not ever going to get used to it," she said.

Gwen stood up quickly. She shut her book loudly then placed it into her bag storming out of the classroom.

Peter quickly packed his things and followed her out. She tried her best to find her way to her next class as quickly as she could through the swarm of students.

Peter caught up to her and stood in her way.

"Move," she demanded refusing to look up to meet Peter's eyes.

"What did I say?"

"You're not invincible, Peter. You may have these powers, but you're still human," Gwen whispered.

She wanted Peter to know she cared about him. She worried day and night whether he would make it home safe. She wanted him to know that, but she refused to show how desperate she actually was. The past month was spent remaining strong for her family as well as for herself; now was not the time to show just how truly weak she was.

"I-I know. I'll be careful," Peter said.

Even as she tried her hardest, she still could not look past the bruises plastered along his neck and jaw. She couldn't ignore the aching in her chest that yearned for Peter. She felt her throat thicken with a cloud.

She felt a cool, wet tear slowly wiggle down her cheek.

The single tear held all of her hurt, her pain, and her suffering.

She quickly stepped around Peter avoiding his concerned gaze.

Gwen walked away rather swiftly as Peter stared after her, wishing he could wipe it away. All of it: his mistakes, Gwen's pain, and the promise he had foolishly agreed to.


	2. Chapter 2

**I love you all. Thank you for reading and giving me such an amazing response.**

**Thank you thank you thank you!**

**Without further a do, I give you CHAPTER 2. (Rhymes. Anything is cool if it rhymes...)**

**Disclaimer: I do not own anything Marvel or Spider-Man related. Although I wish I owned Andrew Garfield in that Spider-Man suit :-(**

* * *

Today was the first day Gwen had talked to Peter since she went to visit him the day after her father's funeral to have him tell her he couldn't be with her anymore. Gwen hated herself for caring so much for Peter when he visibly wasn't concerned as much for her. Gwen knew that her father never would have made Peter make a promise to stay away from her if he'd have seen how miserable it made Gwen. She couldn't bring back her father but she hoped that with some miracle, Peter would come back to her. He would forget that impractical promise and show up at her window again late at night because he missed her, wanted to feel her lips against his, and wanted to say he was sorry for leaving her alone to grieve for the last month.

The rest of the students of the school laughed, talked, and walked the halls freely. The halls were filled with the sound of backpacks being zipped loudly, shoes scuffling against the floor, and the slamming of lockers. There was absolutely nothing better than final bell and realizing that you finally get to go home after a long, dreary day.

Peter's mind was elsewhere the entire day; sometimes it was on Gwen, sometimes on the man. Hoping to see the man again, Peter decided he should check to see if he would be there again at the apartment building. He needed to figure out what it was about that man that gave Peter such an odd feeling. Of course Peter decided he would stay in his normal everyday clothes so if he did see him, he'd be able to investigate more inside.

Pushing past all the students filling the hallways, Peter stopped at his locker to put some things away. "Hey, Parker! Going to the big game?" Flash asked as he walked past in a basketball uniform.

"Hey. I-I don't know. Busy," Peter called back. Flash nodded and saw the rest of the basketball team motioning to hurry as they walked to the gym.

"See you later," Flash called out as he jogged up to the rest of the team.

Peter stared at Gwen as she walked past him. He shut his locker quickly, and was jogging up to meet her by her side. She ignored his presence as they walked amongst other students pushing their way through the hallway. Gwen sped up.

Peter stared at her as they walked, trying to read her face.

"Gwen. This morning-"

"I have to go," Gwen replied quickly.

Peter grabbed her wrist. "Gwen, stop. Wait."

They moved beside the lockers.

He spun her around as she removed her wrist from his grasp and crossed her arms around her book.

"What do I mean to you, Pete? Do I still mean anything at all?" Gwen said, trying her best not to look up at Peter.

"Gwen," Peter sighed.

"I need to get to Speech and Debate."

Peter watched her walk away as his heart fell down to his stomach and broke, longing to run after her and comfort her. He leaned against the lockers and hit his fist against them in frustration.

He couldn't give into the urge, the need to break his promise to the Captain. All this time he thought Gwen wanted nothing to do with him. He foolishly believed that Gwen wasn't hurting, that she was perfectly fine. Peter realized she wasn't. Peter realized also, that he was hurting just the same.

Peter walked amongst the sea of heads until he reached the front of the school. He pushed open the door. Walking down the steps, he pulled his hood over his head. Placing his skateboard on the floor, he rode it all the way to the apartment building two blocks away.

Looking around for the Cadillac, he saw no sign of it anywhere, or the man. Peter hesitantly walked through the door of the building. It was nicely decorated. White marble, potted plants, nice furniture, and decorated to taste. He saw people gathered in front of the elevators, a grumpy desk concierge, a woman reading a magazine in the lounge, and Harry Osborn amongst the group waiting for an elevator.

Harry called out to him. "Peter?"

Peter waved shyly. He scratched his head. Harry walked over to him his backpack slung across his shoulder.

"What brings you here?" Harry asked.

Peter shrugged. "Uh…I had nothing to do. I was wondering if you wanted to hang out," Peter asked. With relief, he figured that was a good enough excuse. Right?

Harry grinned. "Come up to my place."

Peter returned the smile and followed behind Harry to join the group entering the elevator.

"21," Harry told the man against the buttons on the wall. Peter took this chance to search the faces of those in the elevator more carefully for what he was there for in the first place. Somehow, Peter knew that he'd know who the man was if he was near because of the feeling the man gave off to Peter.

Arriving on their floor, Harry led the way to Apt. 18 on floor 21. Harry pulled out his key opening the door, revealing almost the exact same room design and structure as Gwen's apartment just one floor down. He wondered if she was home.

"Welcome to my humble abode," Harry told Peter.

Pulling his backpack in front of him, he unzipped a small pocket that held his phone. Checking the caller ID, he flipped it open and motioned for Peter to follow him. He was led to a large, nicely decorated room with a long couch, a TV, and a window with a great view of the city.

"Hey dad. No, I walked home. Yes. It's not that hard to walk home," Harry's voice echoed off the high ceiling, "No. I know you've been busy with work lately. Yeah. See you tonight."

Harry shut his phone, placing it in his front pocket.

"My father's been busy running his company so I haven't seen him much. He doesn't have time to give me a ride to school so I've been walking. He says he's working on a new life-changing project of his, but he thinks every new discovery of his is life-changing," Harry said.

"His company?" Peter asked. Peter put his backpack down on the floor as he sat himself down on the couch.

Harry nodded. "OsCorp."

"Oh," Peter said. No wonder Harry's last name sounded so familiar. His father was Norman Osborn, the founder of OsCorp.

Turning on the television, the news was covering a story about the latest good deeds of Spider-Man helping out citizens.

"That dude is crazy," Harry said.

Peter nodded, chuckling under his breath. Harry flipped through the television channels.

Peter's face went blank as he got that feeling again. The feeling crawled up his spine, emitting it all throughout his body. He had to find the man and follow him. Quick. Peter quickly grabbed his backpack and stood up from the couch.

"Peter, what's up?" Harry asked as he followed Peter.

Peter stopped in front of the door turning to face Harry. The feeling was stronger, the strongest it's been. It was like something was crawling up Peter's back.

"I have to go. I forgot to uh-" Peter started, but was interrupted by the door opening.

Harry and Peter stayed quiet as the man stepped through and closed the door behind him.

Peter knew that this was the man from the night before. It was him. He was right in front of him in Harry's apartment.

"Dad, you're home early," Harry said. Harry's father put his keys on the table beside them. He looked tired, exhausted. He was just a bit taller than Harry, very intimidating, and obviously fatigued.

It was Norman Osborn, Peter realized. The man that got out of the Cadillac the night before was Harry's father.

"Who's this?" Norman asked staring at Peter.

Harry swayed side to side nervously. "Oh! Dad, Peter Parker. Peter, Norman Osborn," Harry introduced. Peter extended his hand to have it be ignored by Mr. Osborn.

Norman nodded. "I have to finish some things. If you don't mind," he said as he walked past them to a room which Peter assumed was his office. Harry stared. The door was shut loudly.

"I'll see you later, Harry," Peter said as he opened the door.

Harry nodded. "See you around."

Peter left the apartment building wondering where to go from here. He needed to figure out what it was about Norman Osborn that made his senses tingle with curiosity and uneasiness. For today, he thought he should go home. He needed to catch up on some much needed sleep. Peter decided he didn't need to add any new wounds to the many that worried Gwen. He was sure New York City could go one night without Spider-Man. He just needed to do one more thing before he could go home.

Gwen sat there in her bedroom working on her English essay. She tried, with fail, to take her mind off Peter. She wondered where he was, what he was doing, if he was trying to be more careful like she told him to.

Every single thought of hers was consumed by Peter Parker.

She hated Peter for doing this to her. She hated him for knowing she was hurting but not doing anything about it, and for being so set on keeping his promise.

She hated the feeling he gave her, the way the butterflies in her stomach floated around making her nervous and the way her heart leapt out of her chest for joy.

As she pulled open her bedroom door to greet her mother who was calling her for dinner, she heard a noise outside her window. She turned to see the fire escape rattling, a blue and red flash disappearing out of her sight.

She hated how she felt like a little kid on Christmas day like she just got the best present in the world.

She kind of loved it too.


	3. Chapter 3

**I changed my pen name to DreamingToAchieving btw! Just letting that be known!**

**I also am going to change the name of this story to 'Need You Now' because the main feeling I am trying to go on here is the feeling Peter has to break his promise because he longs for the sense of safety and comfort he gets from Gwen. (and also because so many Spider-Man story titles involve the word promise lol)**

**I'm so sorry that I took about a week to update. It's just that I am on vacation so BEAR WITH ME GUYS if I take a while!**

**Favorite, alert, review. You know le drill ;)**

**Disclaimer: I do not own anything Marvel, Spider-Man, or The Amazing Spider-Man related.**

* * *

Gwen Stacy woke up that morning to have a missed call and voice-mail from OsCorp on her cell phone. She squealed audibly loud as she could finally return to the one thing she loved most to free herself from all worries: science. Science was the one escape that helped her to overlook any worries in her life, one of which was Peter Parker.

She felt as though she was losing all of her sanity as the two sides inside of her were fighting back and forth. Gwen wanted to hate Peter Parker, but she couldn't fully bring herself to. She cursed Peter for showing up on her fire escape for the smallest second because that created the other side of her: hope. She hoped that if he had really shown up on her fire escape, if she hadn't imagined it, that maybe that meant something. So Gwen Stacy held on to the flash of blue and red disappearing from her fire escape because she hoped that meant Peter wasn't fully ready to let go of her either.

* * *

An_ instantaneous flash of yellow, horrible, evil eyes._

_Maniacal laughter echoed throughout Peter's mind._

_No matter where he turned, the menacing eyes presented themselves. The laughter kept getting louder encasing itself inside Peter's mind. Darkness surrounded him as he searched for a way to escape. Far ahead of him was a tunnel of light. Standing, waiting for him, was a frightened Gwen Stacy calling for him desperately. He ran as fast as he could, but he was immovably stuck in place. He tried to call out to her, but she couldn't hear him as the laughter was extremely deafening. Peter's feet starting sinking into the ground as he tried so hard to reach her._

_The yellow eyes appeared once more beside Gwen, and she was gone._

_Peter panicked as he looked around frantically._

_The silence choking him was just as sickening as hearing the laughter that had invaded his mind._

"_You didn't keep her safe, Peter," George Stacy's voice bounced off invisible walls barricading Peter._

_Peter felt himself plummeting down, down, down as he tried to latch onto something to save him._

Peter sat upright in bed. He felt perspiration dripping down his forehead. He realized it was just a dream. She was probably still in her bed sound asleep; there was no need to worry. Peter lay back down, resting his head against his pillow. He tossed and turned. He couldn't get the vision of those eyes out of his head.

When his alarm clock reached 8:00 a.m., Peter had grown restless of trying to resume his peaceful slumber before the rude awakening. He sluggishly removed himself from the comfort of his bed.

He walked downstairs to the kitchen. Aunt May was washing dishes.

She turned to smile at Peter.

"You're awake early for a Saturday morning," Aunt May joked, "Normal teenagers sleep in all day."

Peter laughed, grabbing a box of cereal. "I thought we've established that I'm not that normal," Peter said.

Aunt May handed Peter a bowl and the carton of milk. "I suppose you're right. Are you going to do something today? Maybe hang out with a friend?"

Peter walked over to the living room, turning on the television.

"I would much rather hang out with you, Aunt May," Peter replied.

Aunt May laughed as she sat next to him on the couch. They sat watching the news as Peter ate.

The newsman reported that the damages done to the OsCorp building had been fixed. It re-opened that morning at 8:30. Then came a live interview of Dr. Norman Osborn talking to the news reporter.

"I'm so happy the areas of the building that were damaged are now up and running. I'm sure those who are now returning to work are joyous as well. The company is certainly on its way to new and great things," Norman said.

The news then went to cover another story about a woman who won the lottery who was from downtown New York City.

Aunt May followed close behind Peter as he got up to put his bowl in the sink.

"Don't take this the wrong way, Peter, but go have fun. I want you to have some fun," Aunt May said.

Peter leaned against the counter crossing his arms. "Are you trying to get me out of the house? No wild parties while I'm out," he chuckled.

She smiled and shooed him out waving a wash cloth at him. "Alright, I'm going," he said, grabbing his backpack and skateboard from the floor.

It was nice outside. The birds were chirping, there was a slight breeze in the air, and Peter felt the best he'd felt in a while. All of his cuts and bruises were healed already, due to his unnatural superhuman abilities and it also helped that he took a break from fighting crime last night.

What didn't make him feel amazing was the nasty bruise he got from tripping on Gwen's fire escape. Peter did find it interesting how even though he had these supernatural abilities, the clumsiness that was buried beneath the fast reflex skills still found a way to make itself known. When he landed on the fire escape, his foot got caught under a metal bar and he fell forward. The rails noisily rattled, so Peter panicked thinking Gwen saw him. He immediately shot a web and swung away.

Peter hid behind a dumpster in a deserted alleyway. He took off his clothes revealing his Spider-Man suit, placed them in his backpack, and slipped on his mask and gloves. Peter never got used to the sense of pride and responsibility every time he wore the Spider-Man suit. He could hear his Uncle Ben telling him he was destined to be something great, to make sure he shared that greatness with others.

He soared over the city making his way to Norman Osborn's apartment.

Spider-Man crawled up the apartment building to the only balcony which was presumably Dr. Osborn's apartment. Of course Dr. Osborn would own the biggest, most elaborate apartment in the building. He checked for any sign or sound of movement through the large, oversized window. There was none.

He tried to find a place where the huge window would open, but it wouldn't budge. He shot a web which attached to the fire escape to the left of him. Swinging over with ease, he landed on the fire escape and looked inside the window.

It was Norman Osborn's office.

Grateful the window was unlocked, Peter slowly pushed it open entering the messy, cluttered room.

The room was just as an office should be; it had a wall full of numerous books, a desk, a rolling chalkboard, and scattered paperwork.

Peter slowly started shuffling through the paperwork on the desk, looking for something that stood out to him. He was careful to not misplace anything.

He walked over to the chalkboard which was empty. He looked behind to see if there was a back. Seeing writing, Peter spun it around on its wheels to face him. He stepped back to look at it.

All over the board were notes and formulas that Peter's mind tried to decode.

His mind was racing. "What is this?" Peter asked out loud, astounded.

Peter jerked his head up at the sound of a key opening the office door.

He immediately jumped out the window and closed it behind him.

Being extremely careful as to not be seen by the emerging figure, Peter leaned against the brick wall of the building slightly looking through the window into the room.

Norman Osborn rushed in locking the office door behind him. He placed his briefcase on top of his desk.

Dr. Osborn was panicky, scared, and nervous. He held what seemed like a vial full of a dark, emerald green fluid. He paced around the room casting a few glances from the chalkboard, to the fluid, and back to the chalkboard. Whatever that vial held was created by that formula.

Norman uncapped the vial, pouring some of the fluid into a hypodermic needle. He quickly capped the vial which still had some fluid left and placed it on the table.

He walked over hesitantly to the chalkboard, erasing all of the material written upon it.

Norman then lifted up his sleeve and injected himself.

For a couple of seconds, everything seemed okay until Norman started convulsing in spastic movements. His entire body shook.

Spider-Man immediately went to aid him. He pulled open the heavy window and crawled through. Peter held Norman's quivering body in his arms on the floor. Norman trashed violently as his eyes blinked wildly. He tried grasping for air, choking on the words he was trying to speak.

"I need to get you to a hospital," Peter told him.

Spider-Man slowly tried lifting Dr. Osborn from the floor making sure to wrap Norman's arms around his neck. If Peter could just get Norman to hold on tightly to him, he would be able to get him to the nearest hospital as soon as possible.

As Peter finally got him to stably stand up, Dr. Osborn stopped convulsing.

Spider-Man pulled Norman alongside him as he attempted to reach the window, trying to hold him up with one arm around his waist.

"Stop," Norman breathed.

Spider-Man continued pulling him towards the open window.

Norman fought away from Peter as he tried to desperately to be released from Peter's hands. Spider-Man ignored him.

"I said stop," Norman bellowed furiously as he pulled away from Peter throwing him back into a shelf of books.

Peter hit his back hard against the wooden shelf. He was in mere shock as books toppled over him. Peter stared up at Norman who was leisurely enjoying each step he took towards the fallen Spider-Man. Norman heatedly pulled a desk lamp off of the desk.

Peter picked himself up off the pile of books.

"Dr. Osborn, you need to get to a hospital," Peter told him.

Norman threw the lamp at Peter. It flew towards Peter at an immense speed.

Peter's senses immediately reacted to the moving target as he shot a web from his wrist, which quickly attached to the lamp, and he flung it at the wall.

Spider-Man swung himself onto Norman's back as he tried to tie him down.

Norman fought back viciously in the process of trying to remove Spider-Man from his back. They traveled around the office as Norman violently threw punches at Peter. Countless papers flew around the room and numerous books lay on the floor.

Peter was astounded at how difficult it was to overpower Dr. Osborn. The amount of strength he had was beyond belief. Peter didn't understand how the man who looked so sickly could have this much strength.

Peter continued trying to tackle Norman to the floor.

"Dr. Osborn, please calm down. Whatever it was you injected yourse-"

Norman flipped Spider-Man over his shoulder onto the wooden office desk. _Thunk!_ was the sound Peter's body made as it hit the desk loudly.

The desk cracked in half as Peter lay in the middle. His back ached as he felt pain coursing through his body. Peter felt disoriented as he looked around the shaking, blurry room.

Peter felt a cold glass object touching his hand.

"My strength… I can do anything, be anything," Norman glanced down at Spider-Man lying motionless, "I can destroy anything."

With all the power Peter could collect within himself as he ached throughout his body, he tightened his grip around the glass vial.

Peter dodged a punch which went straight through the wooden desk where his head would have been.

He then shot a web through the open window which latched itself onto the fire escape.

He pulled himself swiftly out of the damaged room leaving behind an infuriated Dr. Norman Osborn who stared after him through the office window.

As Peter swung through the city streets holding the vial tightly, his mind was racing. His thoughts were a massive pile of confusion as he tried to think of what to do next. His heart beat was racing quickly as the adrenaline continued pumping through his veins.

He swung into the alley in which he hid his backpack and skateboard.

He quickly slipped into the shadows behind the dumpster as he put on his clothing back over his Spider-Man suit and took off his mask. He placed the vial carefully into his backpack.

As he finally achieved the accomplishment of steadying his heart pace, he felt the aftermath of the confrontation soaking into his body. It hurt to move.

Peter walked out of the deserted alley with his hood over his head.

He skateboarded all the way to the subway station to board a route headed downtown.

Peter knew where he was going. He knew who he was going to ask for help. It was an absolutely ridiculous idea that she would even consider the thought of helping him after all that he'd put her through, but Peter needed her.

After skateboarding three more blocks until he got to the OsCorp, he walked to the front desk inside the building.

"I need to uhm speak to Gwen Stacy," Peter told the woman at the front desk. He tapped his fingers impatiently on the countertop.

The woman picked up the phone slowly on the counter as she gave Peter a quizzical look. She pressed a few buttons on the receiver and listened to the dial tone.

"Ms. Stacy there's someone here to see you," the woman spoke.

Peter waited fidgeting with the zipper on his jacket. He readjusted the hood over his head. "Can you please tell her it's urgent?"

The woman pulled the phone away from her ear. "What's your name, sir?"

"I'm her uh brother. Uhm, Simon," Peter lied.

The woman nodded. "He claims he's your brother. Yes. Simon. Uh-huh."

The woman gestured towards the waiting area. "You can wait over there until she comes down."

Peter knew he shouldn't be doing this. He was roping Gwen back into his dangerous lifestyle which was exactly what he was trying to protect her from. He panicked because he was scared and confused; the only person he could think of to go to for help was Gwen so here he was impersonating her brother waiting for her to be disappointed as she came down the escalator to be greeted by Peter Parker in the lobby.

"Peter?" Gwen questioned.

Peter spun around to look at her. He tugged his hood off.

Peter felt calmness spread over him easing all his tensions and worries. He stared at the beauty that was Gwen Stacy as she slowly walked over to him. Her knuckles turned white as she gripped on tightly to the clipboard in her arms.

"I-I had to say I was your brother or else you never would have come down," Peter said.

Gwen stood before him. "Why are you here?"

Peter shifted nervously. "I need help."

Gwen fought to hold true to the words she had told him in the hallway. She wanted to act like she was done, like she wanted nothing more to do with Peter. She imagined saying he had no right to ask her for help, telling him to leave her alone for good, and stomping off back to work.

Gwen Stacy found it utterly impossible because she realized she was wrong. She wanted everything to do with Peter Parker.

Peter cautiously took out the vial from his backpack.

"I need help, Gwen. I need you to take this fluid," Peter whispered as he handed her the vial, "Run a test on it to see what it's supposed to do to the body; if there are any short-term or long-term effects, anything you can figure out from this sample. I need it as soon as possible."

Gwen twirled the vial in her hands. "Peter, what's going on?"

Peter shook his head. He clamped Gwen's fingers tightly around the vial making sure it couldn't be seen. "Keep this to yourself. I trust you, Gwen," Peter told her.

"If you trust me, tell me what's going on," Gwen urged.

"I-I can't. You can't be involved with this. It's too dangerous," Peter said.

"I'm already involved," Gwen told him. She slipped the vial, half full of emerald green liquid, into her lab coat pocket.


	4. Chapter 4

**So thanks to all you wonderful people who have reviewed, alerted, favorited, and all that good stuff.**

**I greatly appreciate each and every one of you :)**

**Disclaimer: I do not own anything related to Spider-Man. Blah, blah, blah!**

* * *

Peter Parker had spent much of his Sunday doing absolutely nothing. He had woken up, watched television with Aunt May, ate, did homework, talked on the phone with Harry, picked up groceries for Aunt May, and went to sleep. It was just as a Sunday should be: relaxing. Absolutely boring, but relaxing.

Peter had thought much about how he had asked Gwen for help in conducting tests on the serum Norman had injected himself with. Peter felt a great guilt upon his shoulders for doing so, but Peter was glad he had. There was nobody else Peter could trust more than Gwen Stacy.

He thought about what exactly that serum contained and what it had done to Norman. Obviously, it wasn't good.

Here Peter was at school on Monday, trying to listen to the words Harry was saying to him, but he still continued thinking about Norman, the serum, and Gwen.

"Peter?" Harry waved his hand in front of Peter's glazed over eyes. Peter leaned against the lockers as Harry searched through his for a particular book.

"Hmm? What?" Peter asked. Harry chuckled.

"You always doze off, man. I asked if you were going to Melanie's party tonight," Harry said, closing his locker.

Peter shrugged. "It's Monday."

"Do you ever let loose?" Harry joked.

"Occasionally," Peter laughed.

Harry jokingly pushed one of Peter's shoulders. "Peter, we need to find you a girl."

Peter forced a chuckle out of himself.

He had already found one; he just couldn't be with her.

"And here comes mine," Harry grinned looking behind Peter.

Peter turned. His eyes landed immediately on the only girl who could ever catch his attention so easily; she grinned as she walked alongside another girl. He clenched his fists at his sides, gritting his teeth together. His heart started beating rapidly as he felt his blood boil beneath his skin. Emotions swept over him. He assumed it was anger, jealousy, or perhaps the gut-wrenching realization that Gwen wasn't his anymore.

Gwen met Peter's gaze. She departed from her friend's side and walked over to Harry and Peter who still stood by Harry's locker.

"Harry, can I speak to Peter?" Gwen asked.

"Go ahead," Harry nodded. He stood rooted firmly in place.

"Alone," Gwen added.

"Hey, you're at my locker," Harry objected.

"Right," Gwen nodded.

Peter followed after Gwen as she walked a few lockers down from Harry to a section where no other students were.

"I left the vial at home. I didn't want to bring it here. Are you still going to refuse to tell me what's going on?" she asked him quietly as to not be overheard.

Peter responded with silence.

"See you in English class," she nodded.

Peter stared after her as she retreated back down the hallway walking past Harry, her ponytail swinging along with her movements.

Harry immediately followed after her.

"Are we still on for tonight?" Harry asked her.

Peter droned out their conversation immediately as he walked the opposite way down the hallway. Peter decided he would spare what was left of his heart by pretending that conversation ended how he hoped.

A cold, hard "no" from Gwen Stacy to Harry Osborn.

The next few hours at Midtown Science High School for Peter were spent in class, trying his best to actually pay attention to the droning voice and lessons of his various teachers. English class came soon enough to his joy.

"Parker, you're doing a pretty good job of keeping your promise," Mrs. Harper told him as he walked to his seat three minutes before the beginning of class.

"I try my best to," Peter replied.

Peter sat in his usual seat directly behind Gwen.

"I heard Handsome Harry has a thing for you," Peter whispered.

She turned around in her seat.

"Is that so?" she asked.

"Does he?" he asked in a serious tone.

"Peter Parker, are you jealous?" Gwen smirked.

Peter looked down at his desk top, tapping his pen against it. "No."

_Yes,_ Peter thought.

Gwen stared at Peter who was fidgeting with his hoodie zipper. "The notes for the serum I took are at home. We can meet up somewhere or we can go-"

"Gwen," Mrs. Harper interrupted them.

Gwen turned around to face towards the front of the classroom.

"Today we will be talking about Shakespeare's best pieces and the meanings hidden within the words," Mrs. Harper said.

"Your uhm house. We'll just go uh there," Peter whispered.

Gwen suppressed a smile. She nodded.

* * *

She splashed cold water on her face. Gwen was absolutely exhausted having worked all of Sunday at OsCorp trying to find out anything she could about what the vial Peter gave her contained. She came home late still insisting on doing research for her biology project and finishing her English essay. Today at school was no help to her immense exhaustion either. Gwen grabbed a towel wiping her face dry with it as she walked back to her bedroom. She opened the door to be greeted by Peter Parker sitting outside the fire escape.

She felt a rush of mixed emotions: nostalgia, joy, and heartbreak.

Gwen yearned for Peter to see just how much she was truly there for him. She knew no matter how much Peter pushed her away, she wouldn't give up. It upset her greatly that he wasn't at her window, waiting to be let into her bedroom for her; he was there for the information he needed from her.

Gwen slid open the window.

"Hey," Peter said very quietly. Nervous, almost.

Gwen tried her best to keep her heart at a steady pace. It wasn't working much.

She swallowed. "Hey."

"Window was uhm locked," Peter said softly as he slowly slid through the window.

He kept his eyes fixed on Gwen. Peter immediately was rushed with memories from the last time he had been inside Gwen's bedroom.

"Yeah. It usually is now," Gwen replied.

They stood fairly close to one another. Peter removed the hood from over his head.

The tension hovered around the pair as they stared at one another.

_Promises mean nothing to you, Peter, _a voice rang out inside Peter's head.

Gwen walked over to her stacks of organized paperwork along her desk. She picked up a notebook opened to a page full of notes, and took the vial from the pocket of her white lab coat which hung draped across the back of her chair.

She walked back over to Peter who still stood awkwardly by the window.

"I ran as many tests on it as I could," she said looking over the notes scribbled in the notebook.

Peter took the vial from Gwen. He carefully slipped it into his backpack after making sure it was safely shut. "Is it happening again? A repeat of the Lizard?"

Gwen shook her head. "No. This formula isn't cross species related."

"What is it then?" Peter asked.

"Well, it's created of medicinal elements which means the purpose of it was merely just to cure something failing within the nervous system," Gwen told Peter as she shuffled through more notes, "If this were actually to be tested on a living subject, it wouldn't help the nervous system. It would overpower it."

Gwen continued. "The side effects would most likely be delusional thoughts, insanity, and an unhealthy increase in strength, stamina, and power of the senses."

Peter nodded slowly trying to grasp every word Gwen spoke. "And hypothetically, if someone had injected themselves with this, an antidote would cure them, right?"

"Not exactly. This serum is pure medicinal elements," Gwen said, "If you took let's say a pill or cough syrup because you were sick, you couldn't inject yourself with an antidote to reverse the side effects. It's the same with this serum. Simply medicinal."

Peter felt himself losing feeling in his legs as he struggled to keep up with what Gwen was saying.

The maniacal laughter that had tortured Peter in his nightmare entered his mind spreading a painful, agonizing feeling inside his head. He lifted his hands to his head.

"Tell me if I'm wrong here, but I don't think this is hypothetical," Gwen said.

Peter shook his head quickly back and forth. He immediately started pacing as he knitted his eyebrows together in deep thought. Many thoughts were mixed into his mind as he tried to sort them out. He didn't know what to think of what was happening.

"Tell me what's going on," Gwen urged as she sat next to him. She took his hands in hers, interlocking their fingers. She squeezed his hand reassuringly.

_Keep Gwen out of it, Peter. Be a man who keeps his promises, _the familiar voice of the Captain said to Peter.

Peter stood up quickly from the bed, removing Gwen's hands angrily from his.

"No," he said heatedly.

He tried his best to ignore the visible hurt in Gwen's eyes.

He couldn't.

"I can't, Gwen. I don't know what this is yet, but it can't be good. I can't get you involved more than you already are. I need to keep you safe," he whispered. His lip started quivering as he felt a feeling of worthlessness creep up upon him. He had hurt Gwen even when he was trying his absolute best to protect her. He didn't deserve her. What good was he?

Gwen stood up.

"I helped you because I care about you, Pete," she explained.

Peter shook his head. "Thank you for helping me, but there's nothing more I'm going to ask of you. I need to keep you safe. The best way to do that is by you staying far away from me."

"Peter," she whispered in a begging tone, "Do you care about me?"

Peter felt his eyes water as he looked away from Gwen's pleading eyes. He bit his lip.

"Of course."

He longed to comfort Gwen in the way he knew he could. He saw her eyes fill with tears and Peter knew he had done it again. He had made her cry when he was trying his absolute best not to. He was dangerous, an asshole, and not right for Gwen Stacy.

_You will fail the ones you love, the ones closest to you, Peter Parker, _an eerie, scratchy voice he did not recognize told Peter.

Peter placed his hands against Gwen's bed as he tried to rid himself of the massive headache he had.

Peter looked up at Gwen who was staring back with an extremely worried expression.

"I need to go," Peter told Gwen.

He jumped off the fire escape immediately disappearing from Gwen's sight to resume his duties of protecting New York City.

Peter rid himself of his worries. He focused merely on shooting bio-cables, and swinging building from building, as well as capturing criminals. It wasn't until he got home and laid down to rest for a short while did his worries truly come forward to haunt him.

"_Peter! Peter!" Aunt May's desperate voice rang out._

"_Peter," Gwen begged._

_Both Aunt May and Gwen stood reaching their arms out as Peter was in the same position he always was._

_He sprinted in place going absolutely nowhere._

_A dark figure stood behind them. The figure's arms slowly wrapped themselves around Aunt May and Gwen as they winced in pain._

_Peter finally was able to move from the spot he was rooted in. He sprinted towards them._

_He was getting closer._

_Closer._

_Closer._

_With a loud, booming laugh, the figure disappeared along with the two people who meant the most to Peter Parker._

_Peter yelled out in defeat._

"Peter! Peter! Sweetheart, wake up," Aunt May's frantic, yet soothing voice awakened him.

Peter sat up quickly, his heart beating rapidly. He felt beads of sweat trickling slowly down his forehead.

"Peter, you had a nightmare," Aunt May comforted him. She held his hands in hers. She stared at the fresh bruises plastered along his jaw line and arms.

Peter tried to regain his normal heart rate as he took in deep breaths. His chest ached as he remembered a robber swinging one good, powerful punch in that spot.

He looked up at Aunt May as he realized she was okay. Gwen was okay. Everything was okay.

He took Aunt May in a warm embrace, wrapping his arms tightly around her.

No. Everything wasn't okay.

Peter realized how truly dangerous his life was. He needed to keep his loved ones safe. He wouldn't be able to live with himself if he failed the ones closest to him. He held Aunt May as she whispered soothing words into his ear.

He felt a tear trickle down his cheek.

He couldn't be with Gwen if it meant risking her life; not now, not ever.


	5. Chapter 5

**I'm updating soon for once! :D HUZZAH!**

**This was really fun to write. The next chapter I am actually really pumped for. So be ready for that!**

**Thanks to all the reviewers, favoriters, and alerters. XOXO**

**Disclaimer: I lack the ownership rights to any of this. Spider-Man, Marvel, Gwen, the Green Goblin, etc.!**

* * *

After Peter had noticeably calmed down from his hysterical fit that was the result of his nightmare, Aunt May refused to leave his side. She made him soup, sat with him as he watched one of his mindless reality TV shows, and even tucked him into bed. She mumbled things like "always bruised," "home late," "looks like he hasn't slept in weeks."

Peter had insisted he was fine, but she wouldn't leave until Peter had shut his eyes as he let sleep take over him.

He woke up Tuesday morning to a missed call from Harry. Ignoring it, Peter slipped out of the house early. He had decided to do his rounds around the city in the morning since Aunt May had made him promise to be home immediately after school ended.

_Always worrying_, Peter thought to himself as he slipped on his clothes over his Spider-Man suit.

"Going to school early, Aunt May. I forgot to type out this report," Peter said as he kissed Aunt May goodbye on the cheek.

Nothing seemed to be out of the ordinary. Peter agreed that he liked patrolling in the mornings; criminals were never awake at this time to be doing anything illegal.

He swung into an alley near school in which he slipped his clothes back over his suit.

He walked the rest of the way there.

Peter made sure to steer clear of Gwen and Harry throughout the school day. He saw them once or twice in the hallway talking like old friends and once in the library. Peter tried his absolute best to ignore the hurt rising within him sinking his heart down to his stomach. He knew Gwen deserved better than him. She deserved someone who would make her happy. She deserved so much more than someone who had caused her so much pain.

Other than those few times, he hadn't seen them. It wasn't too hard considering he only had one class with each of them separately. Peter didn't go to English class. In biology, Harry had paired up with him before Peter had a chance to choose someone else.

"I tried calling you this morning to see if you wanted to walk to school," Harry told Peter as he opened up his textbook.

"My phone was off," Peter lied.

Harry nodded seeming to buy the fib.

"Parker, I am seriously considering personally training you so you can actually win the fights you get into," Harry told Peter as he scanned the few unhealed purple bruises along Peter's face and neck.

Peter smiled. "You should see the other guys."

Harry laughed.

"Did you know Gwen lives in my apartment building? Gwen Stacy?" Harry asked as he started copying down the questions written upon the chalkboard onto a paper.

"The embryonic development is indirect in amphibians," Peter said nonchalantly.

Harry looked at him. "What?"

Peter smirked. "That's the answer to number one."

Peter tried his best to keep his mind preoccupied throughout the rest of the day; he wouldn't dare allow himself to think freely for even a second. Peter knew he would automatically start thinking of Gwen. He would ask himself why he continued to keep up this charade of acting as though it was easy to stay away from her because it absolutely wasn't.

He acted like the thought of Gwen moving on didn't bother him, but it truly did vex him.

After final bell rang, Peter leisurely walked to his locker.

Arriving, he saw Gwen waiting for him, her arms crossed.

"You didn't go to English class," she said as she moved out of his way.

"Yeah," Peter said, opening his locker.

"Why did you just leave like that yesterday?" Gwen questioned.

Peter shrugged as he put away his textbooks into his locker.

"Are you going to tell me why you needed me to run those tests?" Gwen firmly asked.

"I shouldn't," Peter replied.

Peter knew he shouldn't, but he wanted to.

"The least you could do is tell me where you got it. That serum could only be made inside OsCorp," Gwen said to Peter.

Peter shut his locker.

"Forget about it, Gwen," Peter urged softly.

"Why don't you trust me?" Gwen asked him.

Peter shifted uncomfortably. He felt his palms beam with sweat within clenched fists.

"I do. I trust you," he told her.

Gwen, with no other words to say, continued down the hallway hoping Peter would follow after her.

"Peter! Peter," Harry jogged up to Peter out of breath.

Harry placed his hands on Peter's shoulders shaking him gleefully.

"What's going on?" Peter asked him.

Harry unzipped his backpack taking out a paper.

"Take a look at this," Harry shoved the paper into Peter's hands.

A graded Calculus test.

"You got an A," Peter said.

"Hell yeah I got an A! All thanks to Gwen," Harry grinned.

Peter knitted his eyebrows in confusion. "Wait, what?"

Harry took the paper from Peter's hands.

"Gwen. She tutors me. We've been cramming in any study time we could," Harry said, "If I didn't pass this test, I'd have failed Calculus."

Just like that, it hit Peter. That explained why they had been spending so much time together, why Harry knew where Gwen lived, and why he had asked her that question yesterday in the hallway. Peter immediately felt a spread of relief fill his insides.

"She works wonders, Peter. I finally know what two plus two is," Harry joked, "On top of that, she also introduced me to Daniela."

"Who?" Peter asked.

"She's Gwen's best friend. They were walking together yesterday in the hallway right before Gwen came and stole you away. How could you miss her? She's like a goddess, man," Harry said dreamily.

That also explains what Harry had said in the hallway about "finding his girl." He wasn't talking about Gwen; he was talking about the girl who stood next to her, Daniela.

Peter opened his mouth to say something, but was soon interrupted by the loud sound of numerous police sirens nearby. They were passing the school.

"I'll talk to you later," Peter told Harry.

"We're celebrating this A of mine, so make sure to keep your phone on," Harry yelled after him.

Peter sped down the hallway, turning the corner. He pushed past the swarm of students who were making their way through the front entrance of the school to leave.

Once Peter had walked far enough from the view of his peers, he sprinted into the nearest deserted alleyway. He looked around making sure as to not be seen before he swiftly crawled up the side of the building. He slipped off his clothes, putting them away in his backpack. He slipped on his mask and gloves.

Peter tucked his backpack into a corner upon the rooftop of the building.

Spider-Man waited a few seconds, crouched upon the edge of the building overlooking many streets. He listened for the sound of a disturbance or police sirens.

He saw far off in the distance, people fleeing the Brooklyn Bridge leaving their abandoned vehicles.

Spider-Man let himself freefall off the building plummeting down towards the busy street. He caught himself quickly, shooting a web onto a nearby building.

He swung down many streets before finally reaching the commotion. He crouched low upon a nearby building. Peter saw cop cars on both sides of the bridge helping citizens reach their way across. All along the bridge were empty cars, people scrambling along the bridge trying to make their way off on foot, and what Peter assumed were pipes lined up across the middle off the bridge.

Peter's eyes then fell upon a figure flying on a triangle shaped device above one of the tall pillars on the bridge.

The figure waved a rectangle box in his hands. Peter looked back down to the pipes.

He was going to blow up the bridge.

Spider-Man immediately jumped down onto the street. He ran onto the bridge, pushing past the cops and civilians shouting his name in joy. He shot webs which attached themselves onto the wires along the sides of the bridge, swinging his way towards the pillar where the figure hovered over.

He finally reached the pillar, crawling his way up.

"Spider-Man, how nice of you to show," the man said.

His suit was made out of what seemed like dark green metal. The face of the mask had menacing fanged teeth along with eerie yellow eyes. Peter felt a chill go down his spine as he recognized those eyes from his nightmare; they became scarier, more daunting as he saw them now before him. This time, he didn't have the comfort of knowing it was only a bad dream.

He floated in the air on top of a triangle shaped device.

"Nice toy," Spider-Man commented, "Where'd you get it?"

"Generous friend."

The man stepped down from the device, allowing it to float mid-air without a rider.

"I want to talk," the man approached slowly.

"We can talk once you disarm those explosives," Spider-Man replied.

The man stood there. He shrugged. "I'm considering killing you. I figure though that you would be of valuable interest to me. You could join me in taking over New York City. Spider-Man and the Green Goblin! Feeding off of the city's pleas of desperation and fear," he said excitedly.

"I'll pass," Spider-Man huffed.

"That's a shame," the Goblin spoke with poison seething through his words.

"Tell me, what's the purpose of blowing up this thing? All the citizens are already off the bridge," Peter told the Goblin.

"Spider-Man, I don't think you want to cross me. I have an immense amount of power, and many weapons that will be used against you," the Goblin spoke, "I can do anything, be anything, I can destroy anything."

Peter felt déjà vu rushing through his mind rapidly like a speed of light. Norman Osborn.

Norman Osborn had said that very thing to Peter when attacking him back at his office after he had injected himself with the green serum.

Unexpectedly, the Goblin pounced upon Peter. Peter fell hard against the metal ground as the Goblin held him down with strong power. The Goblin wrapped his own sharp nailed hands around Peter's wrists as he pinned them firmly to the floor. He then dug his knee deeply into Peter's chest.

"I want this city to fear me. I want you to fight back. I want this city to place their hope in you, their beloved Spider-Man, just to be disappointed when you fail them all: your friends, the entire city, especially the ones you love most," the Green Goblin spat.

The Green Goblin placed both his hand around Peter's neck, gripping it tightly. Peter struggled to escape from his hold. The Goblin then took a sharp nail, slicing a cut upon Peter's cheek. Peter gritted his teeth together, biting his tongue, refusing to give the Goblin the satisfaction.

He released Peter's neck.

Peter sucked in an enormous amount of air. He felt oxygen once again comforting his lungs.

The Goblin's menacing mask stared down at Spider-Man.

"I will control this city once I squash you like a bug," the Green Goblin cackled.

Peter then wrapped his legs around the Goblin, flipping him over to hit the pillar wall.

Peter began charging toward him.

The Goblin then hopped upon his floating glider.

"Oh, and you're wrong. Not all the citizens are off the bridge," Green Goblin cackled, "You have five minutes."

The Green Goblin pressed the red button upon the device in his hands.

* * *

**For an additional graphic visualization of where the Goblin and Spidey had their little confrontation, you can just google "brooklyn bridge." There will be a bunch of pictures of what the top of the two pillars on the bridge look like. That's what they stood on.**

**And for the bombs, I imagine them pretty large, just in a horizontal row across the middle of the bridge.**

**Thanks for reading everyone!  
**


	6. Chapter 6

**GWEN WILL NOT DIE IN THIS FANFIC. SHE WILL NOT. GWEN DOESN'T DIE IN THE COMICS EITHER. I DON'T KNOW WHAT YOU ARE SAYING. GWEN LIVES FOREVER AND SO DOES PETER AND THEY HAVE LITTLE CUTE SPIDER BABIES. GOSH...**

**Disclaimer: I do not own anything. This is purely for enjoyment purposes. I do not own profit from this story. The only profit I get is the wonderful reviews, alerts, and favorites from my lovely readers! :)**

* * *

As the Goblin retreated, Peter immediately swung two webs and catapulted himself down onto the road. He began frantically crawling over cars, searching for the citizen the Goblin was talking about.

He crossed the middle of the bridge, looking down at the pipe bombs for the smallest fraction of a second.

4:00.

Peter's heart hitting hard against his chest was causing his head to throb in which everything around him felt like a daze. He felt as though he was surely moving, but slowly. Peter crawled up one of the pillars, searching for any sign of movement in the cars below.

Peter heard the cackling of the Goblin from above. The Green Goblin then threw a circular shaped orange ball towards Peter. It attached itself onto the pillar as it began beeping. Peter swiftly moved away from the beeping ball before it exploded causing a huge part of the pillar where Peter had been to come crashing down onto the road. As it hit the ground, dust filled the air, along with the smoke from where the ball blew up. Peter coughed wildly. He tried to see through the large dust cloud.

Peter ran blind through the cloud to reach clean air in which he could continue searching the cars. Once he reached an area where the dust had considerably cleared, Peter scanned the area beside him. He saw a little girl holding her hands up against the back window of a mini-van yelling out desperately. She looked to be nine or ten years old. He swung over quickly to the mini-van, which was edged firmly in between two other cars blocking access to the doors. There was no way Peter would be able to pull those cars away before the bombs went off. He looked back at the girl who was frightened greatly as she cried heavily. She weeped, she heaved, and she screamed.

"Help me, help me," she screamed out to Peter. He needed to get her out of here. He had to.

3:25.

"Okay, I'm going to break this window. I need you to move back," Peter yelled back.

The girl obediently retreated until her back hit the row of seats behind her. Peter formed a tight fist with his hands and punched into it with as much force as he could. It slightly shattered.

Peter started becoming hysterical. Peter knew he wouldn't be able to disarm the pipe bombs lined across the bridge. He was only a teenager. Of course he didn't know the first thing about disabling bombs! His only answer was to make sure any living person on this bridge, including himself, was safely off before it exploded into pieces.

Peter then held on tightly to the top of the vehicle with both of his gloved hands. With all the power he could muster, he kicked the window. The window continued to crack significantly.

2:15.

With one last kick to the window, it broke open. Shards of glass fell to the pavement as well as inside the vehicle. Peter jumped back onto the ground. He made sure to swipe away any sharp pieces of glass remaining.

The girl then rapidly approached Peter. He pulled her out carefully as to not get her clothing snagged on the few shards of glass sticking out. She hesitated before she thrust her arms around Peter. He held on to her waist tightly with his right arm.

"I need you to hold on tightly. Don't let go," Peter told the little girl.

"Don't let me fall," she begged.

Peter stared through his mask back at the innocent, frightened eyes of the girl he held in his arms. They were filled with tears that threatened to fall. The way she looked at him sent shivers up his spine.

This little girl trusted him. She had no idea who he was, and she trusted him.

"I won't," Peter told her.

1:00.

He wouldn't let her fall because she trusted him. He wouldn't break her trust. The little girl stared up at him with pleading eyes. She reminded him of Gwen. She had stared at him that way on his doorstep the day he told her he couldn't be with her. Gwen had to go through a tragic event in her life alone. She had trusted Peter with everything she had. She had wanted to be with him, and Peter let her down.

He let her fall.

Peter held on to the little girl tightly while he shot biocables down the bridge, making sure as to not dare loosen his grip until she was safely on the ground. He felt as though he owed it to his girl, who reminded him so much of Gwen, to make sure he didn't let her down. As the view of spectator's at the end of the bridge came into view, a woman shrieked in joy. The woman ran to meet Spider-Man. The little girl cried with joy as she yelled to her mother. The woman took the little girl in her arms as she held her tightly. The group of spectator's shouted words of encouragement and gratitude to Spider-Man.

He knew there wasn't much time left on that ticking bomb. "Excuse me, folks. I don't mean to cause any alarm, but there's a bomb on the bridge and I need you all to calmly-" Peter was interrupted as the citizens immediately began running frantically into the city away from the bridge.

"Or you can just run," Peter muttered under his breath. He turned around to face the bridge. Peter looked up into the sky searching for any sign of the Green Goblin. Nothing.

He looked back down to have his eyes land upon the Goblin merrily dancing along the road by the pipe bombs. Out of anger, Peter immediately began making his way towards him. All Peter was thinking of was that little girl. She was so scared, so fragile. The Green Goblin had tried to hurt her. Peter paid no mind to the fact that he was making his way towards a ticking time bomb.

As the Goblin provoked Peter to come further, Peter realized just how close he was to the bomb. Reality hit him out of his daze and told Peter to get off that bridge.

Fast.

He immediately shot webs trying to escape off the bridge the way in which he had come. His heart pounded against his chest. All Peter heard was his own heart beat. He couldn't hear the bomb go off behind him, he couldn't feel the debris that hit him as he tried to escape the cloud of dust and fire, and he certainly didn't realize when it was he had made it to safe ground as the bridge behind him collapsed.

He felt pain surging throughout his body. Peter felt himself collapse onto the hard pavement.

Everything went black.

What may have been seconds, minutes, or hours later, Peter groggily hoisted himself up off the ground. The thunder startled him, almost knocking him back down. Everything was a blur as he swung past buildings, down busy streets, and around corners. He had no idea where he was going; he was just swinging. He chose to ignore the pain as best he could.

Peter found himself standing at her window, leaning against the fire escape to support his weight. The pain was becoming excruciatingly unbearable; the rain pounding against him wasn't helping much either. The lightning illuminated Gwen Stacy's bedroom, along with her desk lamp and computer.

So much was going through his brain until he saw her sitting at her computer. She was working on a report it seemed like. Suddenly, everything that was hurting Peter left. His body didn't ache as much as it should have been and he was only thinking of her. Her laugh, her smile, how comforting her presence was. He needed comfort and safety. Gwen would give him that.

Peter lifted up in his hand in a tight fist and managed to knock on her window despite how much agony he was in. The thunder echoed in his ears.

Gwen heard the knock on her window. She suddenly lost all feeling in her body. She stared blankly at her bright computer screen that illuminated her dark room. She thought she was so stressed out and tired that she was imagining it until she heard the knock again. Then his voice. His sweet, sweet voice.

"Gwen," Peter said loud enough to be heard over the pounding rain.

Slowly getting up, she turned. She walked hesitantly to the window thrusting it open. The rain hit her fast wetting the inside of her room.

"What are you doing here? You think you can show up at my window after-" Gwen stopped. She stared.

"Peter, what happened? Oh my, oh my-," Gwen gasped. Peter, drenched and hurting, stumbled through the window.

Gwen covered her mouth. He looked terrible, worse than before. His suit was torn up in so many places. It even looked burned almost. He had a deep gash along his cheek. Adding to that, he had numerous scrapes, scratches, and cuts.

She placed a hand around his waist to help him to her bed.

"Ow, ow, ow," Peter cried out through gritted teeth.

Gwen carefully laid him down. She sat next to him.

"What happened?" Gwen asked.

Peter's lips formed a sad smile. "Don't you watch the news?"

Gwen found the hidden zipper at the back of the suit and slowly pulled it down. She tried her best to focus on getting it off and merely that but it was impossible because as she kept pulling it down and Peter kept hissing through a closed mouth, she noticed more and more wounds. She took into full view the punching bag that was Peter Parker.

"Peter, you _need _to go to a hospital," Gwen stated. _Begged_.

"No. I came to you. Help me," Peter replied calmly. He slowly laid back down to rest his head against her pillow.

She wanted to make him better. She wanted to take away the pain that was enclosing him holding him down as a victim in his own body.

"It's going to hurt," she added skeptically. She reached for the first aid under her bed. Opening it, she got out the things she needed.

She started on alcohol wipes. Peter hissed, thrashed, almost yelled as she cleaned up his wounds. Once Peter relaxed his muscles, Gwen started on the gash on the side of his torso. He cried out in pain. She stitched it up quickly since it wasn't very big; it was just deep.

She then began work on the cut across his chest. She took a while more on that one. She worked in silence while Peter thrashed on the bed back and forth.

"Keep still, Peter," she would say every so often.

The cut on his cheek was the most visible wound that he wouldn't be able to hide.

Finished, she took a lot at her work. She then cleaned up his chest, arms, and face more carefully. Gwen was happy Peter was there in her bedroom. Under terrible circumstances, but having Peter so close to her made her feel like she was safe, at home, like she could do anything and be anything as long as he was right beside her.

She felt the body heat and roughness of Peter's skin as she worked. As she slowly, gradually continued, savoring each moment she had him there in her bedroom, he seemed to also be savoring every second. He stared at the way she worked intently with deep concentration. Peter smiled at her stunning beauty. He couldn't take his eyes off her as she hovered over him. He didn't think it could get more perfect than this moment right here with Gwen Stacy as she took care of him. For once, Spider-Man was the one being saved by someone else.

"I can feel you staring," Gwen said.

Peter grinned. "I wasn't trying to hide it."

She smiled in the dim lighting. He felt a warm feeling of affection spread throughout his body. Gwen Stacy saved him in more ways than just stitching up his wounds.

She looked up. "Done," she said with a long sigh.

A small smile tugged at the corner of Peter's mouth. "Thank you."

She nodded.

Peter ached all over. Right now, he ached mostly for Gwen. She looked broken, torn apart.

"Tell me what happened," she whispered softly. She stood up to throw the dirty, blood-stained cloths in a trash bag which she tied closed.

"Well, I wasn't that hurt at first. I kind of did something stupid," Peter told her as he tried to sit up. His entire body rang in objection. He lay back down.

"When don't you?" Gwen joked as she stared at him lying uncomfortably in her bed.

"Ouch."

She resumed her position sitting down on the edge of the bed next to Peter.

Gwen frowned. "What hurts?"

"Nothing. Just my feelings," Peter smirked.

Gwen softly smiled. "What did you do?"

"I knew the bridge was supposed to blow up any second, but the image of the little girl I saved ran into my head. I saw him floating there on his stupid flying saucer thing. He had tried to hurt her. She was just a little girl. I couldn't-I wasn't thinking. I was already almost at the middle of the bridge before I realized what I was doing," he explained with frustration.

She stared back at him taking in everything he said before she began her interrogation.

"Wait, bombs? Little girl? Who's he?" Gwen continued questioning, "Flying saucer? Bridge? The bridge is going to blow up?"

"Did," Peter corrected. "It already did. He had pipe bombs lined along the Brooklyn Bridge. We had a little chat and then he pressed the button on this device in his hands. I had five minutes to save this little girl trapped in a car."

"You saved her, right?" she questioned.

Peter stared at Gwen as though she asked the most ridiculous question.

She bashfully tucked a piece of hair behind her ear. "Good."

Peter nodded solemnly.

"She reminded me of you," Peter looked at Gwen, who was tugging at her skirt.

Gwen looked up to meet Peter's gaze. "Why?"

Peter shrugged.

Peter thought of Norman Osborn. Where was he right now? Had that serum caused Norman's now insane, delusional side of him to decide that it would like to wreak havoc on New York City?

Yes, Peter decided. Yes, it did.

He was eyeing her window as the rain hit hard against it.

"There's nothing you can do right now. You need to heal," Gwen told him.

Peter stared at Gwen. Here she was, the perfect girl who he had torn apart. Her eyes seemed to be an exact replica of the little girls. They stared back pleading to be saved. They stared at Peter, a person whom they trusted, to save them.

Gwen grinned. "Flying saucer?"

Peter laughed instantly regretting it because of the pain it caused his insides. "Yeah."

Peter sat up from Gwen's bed. He tried his best to slip his suit back over his chest.

Gwen stood up to help him. He managed to put his arms into the sleeves while Gwen slowly pulled it up over his shoulders.

He felt Gwen's cold touch against his skin as she zipped up the back of his suit.

He didn't want to leave Gwen. He wanted to stay there with her. He wanted to freeze time, allowing them both a moment alone in which Peter could gather his thoughts about what was going on. Peter wanted to pretend that that feeling of stress, worry, and loneliness wouldn't creep up on him as soon as he left Gwen's presence.

"Peter, make sure to get some rest. You need to heal. The city will be okay for one night," Gwen told him.

Peter wasn't so sure.

Peter slipped on his mask as he swung through the city streets after leaving Gwen's. He ached with a pain that felt like a thousand knives stabbing him all over his body. He thought the entire time he swung towards the building rooftop where he had hid his backpack. He thought, swung, thought, swung, and thought some more.

Peter knew that he was a man of his word. He would forever keep his promise to Captain Stacy, but not in the exact terms of their agreement. He would keep Gwen safe, but not out of his life. Peter would be completely, irrevocably involved with Gwen but he would never stop trying his absolute best to keep her safe. Peter felt that the safest place Gwen could ever be is with him. Wherever he was, Gwen would be safe. Peter wanted that to be in his arms.

Peter had managed to duck behind a large, overgrown bush in the shadows to slip his clothes over his damaged suit before he got home.

He slowly opened the back door which led into the kitchen.

Peter paused before realizing that he wasn't alone. He flipped the kitchen light on.

"Aunt May, you seriously need to stop lurking in the shadows like that," Peter told her softly.

His playful joking manner was something Aunt May looked through right away.

Her eyes began over-filling with tears as she took in Peter's appearance.

She went to hug Peter as softly as she could as to make sure she didn't hurt any injuries on him.

He glanced behind her as he saw the news covering the fight between Spider-Man and the Goblin on the television in the living room.

_She knows,_ Peter thought.

Peter knew he would have to talk to her about this, but at the moment all he wanted was comfort.

Aunt May was giving that to him. She refused to release him until her weeping seemed to ease down. She ran her fingers softly over the cut on his cheek.

"You're staying home tomorrow," Aunt May told him as she wiped her tears away.

Peter tried with his best effort to smile.

He thought of all that the Green Goblin said about him not being able to protect the city or the ones dearest to him. He thought of Gwen, of Aunt May, he thought of his deceased parents, and his Uncle Ben. He loved them all greatly.

He would never let them down. He would never stop fighting for them because that's what he was supposed to do. He was Spider-Man. He needed to do his good to the city and the ones he loved.

It was, after all, his responsibility.


	7. Chapter 7

Peter woke up groggily almost forgetting why he hadn't gone to school the last day before break. The pain surging throughout his body quickly reminded him. He knew there was absolutely no way he was in any shape to go searching for trouble. He would need to heal.

Peter was leisurely making his way down the stairs towards the sound of a running sink and the clinking of dishes. He stepped into the kitchen.

"Morning, Aunt May."

Startled, Aunt May almost dropped the plate in which she was cleaning by the sink.

"Peter Parker, you go straight back to bed," she scolded. Peter almost thought she was joking.

"Aunt May, I'm fine," he protested. Aunt May shook her head in disapproval.

Peter certainly wasn't up to discuss with Aunt May what he was certain she already knew, and it seemed she wasn't either. She tapped her foot against the linoleum floor.

"I'm going," Peter turned to go back up to his isolated room.

He shut the door behind him. He turned to look at his clock. 9:07 a.m.

"Why can't I ever sleep in for once?" Peter muttered. He fell down against his bed, his face meeting the cold sheets.

He had lazily spent his entire day confined inside his room. He was healing quickly enough. He worked on a new spandex Spider-Man suit which took up four hours. His old one had been ruined drastically; it had rips, dirt, and burn marks covering every inch of red and blue. Peter found it comical that although he had been harnessing his powers for over three months, he still hadn't managed to grasp the skill of escaping a fight unscathed.

After he finished his suit, he didn't have much to occupy himself with. He counted his bruises, made some slight modifications to his web shooters, and played chess with himself.

Peter tried not to think much about what happened at the bridge with the Green Goblin. The events played in order causing Peter to relive each detail. He tried to steer his thoughts away from anything besides the image of Gwen hovering over him, cleaning up his wounds.

Peter collapsed on his bed. He slowly closed his eyes trying to drift into unconsciousness.

"Peter, someone is here to see you," Aunt May's voice rang out from downstairs. If it had not been for his acute sense of hearing, he was sure he wouldn't have heard her. Her voice was always so quiet.

"Tell Harry I'm not feeling too well," Peter called out.

It wasn't that Peter suddenly lacked the desire to hang out with Harry. Harry Osborn was the closest thing to a best friend he'd ever had. It was just that Peter couldn't grasp the fact that Harry was Norman's son. Peter wouldn't be able to face him if all he would think of the entire time was the Green Goblin.

"It's not Harry," Aunt May called up the stairs.

Peter thought of going downstairs. He unlocked his bedroom door. He hesitated as held the doorknob in his hand poised and ready to turn it.

Peter listened for a moment before he heard the unmistakable laugh of one May Parker. Peter became increasingly suspicious. Peter was lucky if he got that reaction to any of his utterly lame jokes from Aunt May; she hadn't laughed like that in so long.

Peter drew the line as he heard Aunt May burst into a fit of giggles. He half walked, half jogged down the stairs to meet this guest.

"Peter," Gwen beamed up at him. He stared at Aunt May who was grinning.

They sat at the kitchen table.

Gwen had spent her sleepless night thinking of Peter, and she had spent her day at school that way as well. Much of the reason she had showed up at his house was to see how he was. The other reason was because she wanted answers.

"Gwen, sweetheart, you can go up to Peter's room. I'll just be down here," Aunt May said.

Gwen walked over to Peter who stood stunned as he retreated up the staircase into his room. Dirty clothes seemed to be scattered every which way on the floor around his room, his bed wasn't made, and there were useless candy wrappers on top of his desk.

"You look better," Gwen told Peter, who was throwing his clothes into a pile by his closet.

"Uhm, yeah. Not good enough for Aunt May to have let me gone to school," Peter said.

He threw all the candy wrappers in the trash can underneath his desk.

"You needed rest," Gwen told him.

Gwen took a seat on the chair by his computer. She seemed to take little notice that Peter's room was such a mess. The only thing she was really looking at was Peter. Her eyes were fixed intently on him.

He sat down on the edge of his unmade bed. What Peter loved as he stared back at her was that she didn't look the least bit out of place in his dirty, oddly decorated room. Gwen Stacy fit in perfectly.

"Peter, I saw that guy on the news. They were running a tape of what happened on the bridge that some citizen shot from a distance. The entire bridge is -" Gwen told him.

"Gone," Peter finished for her.

She began fidgeting. Gwen wanted to tell Peter just how much she worried about his safety. She wanted to tell him that her mind was constantly being invaded by thoughts of how hurt he would be the next time he put his life at risk.

"You could have died," Gwen emphasized her words as strongly, yet as quietly as she could.

"I think I did a pretty good job of protecting myself," Peter defended himself.

"If you had gone a step closer when you ran back onto the bridge, you'd have died," Gwen told him. Her eyes closed briefly.

"I didn't," he reminded her.

"I know there's more to this than you're telling me. If there wasn't you would have easily been able to take him down," Gwen told Peter.

Peter nodded. "He's strong. Really strong."

"How? Who is this guy?"

Peter lifted his shoulders. He leaned his head back.

"I-uhm, I don't know," he sighed.

Peter ran a hand through his shaggy hair. Gwen was smart. Peter knew she wasn't going to give up trying to squeeze every little detail out of him about what was truly going on. He wanted to tell her because Gwen would know exactly what to tell him. She would know the right words to say that would make Peter feel at ease about the matter. He wanted her advice and comfort.

Gwen sat beside him on the bed.

He stared back at Gwen who was silently waiting for him to answer her.

Her eyes stared deep into Peter's. His injuries immediately began to hurt less, his worries disappeared, and his mind was cleared of everything but Gwen Stacy.

His lips were surging with electricity, yearning to connect to Gwen's. A small movement, a sudden leap of courage would close the space between the two of them. It would speak what Peter was feeling. He wanted Gwen. Peter slowly, unnoticeably started inching forward. He needed Gwen.

A muffled vibration came from Gwen's cardigan pocket. She pulled out her cell phone.

Peter leaned back.

**From: Mom**

**Sent: 5:51**

**Do you think you can pick up ham at market? Making new dish tonight**

Gwen's mother always liked trying new things for dinner. Gwen thought her mother took out her frustration and sadness through cooking. Gwen did appreciate her mother's efforts very much. Talking at dinner about how peculiar her dishes were were what kept the conversation going when the same routine small talk would die down.

Dinners hadn't exactly been the same since the loss of George Stacy.

"I should go," Gwen told him.

She stood up to leave. Peter followed her out of his bedroom quietly.

Gwen placed a hand on the door frame of the front door. She turned around.

"Hey, do you uhm want to come to dinner tonight? No branzino, I promise."

Peter nodded sheepishly.

"I'll see you later then. 8 o'clock," Gwen said softly.

Peter felt his insides do flips. He calmly shut the door behind Gwen.

He slowly started walking to the kitchen. Aunt May was wiping down the kitchen table.

"Did Gwen leave?" she asked Peter.

"Uhm, yeah. Yes," Peter nodded.

Aunt May placed the rag on the countertop. She turned to look at Peter.

"She's a nice girl," Aunt May told him.

Peter sat down at the table. "Hmm? Yeah."

Peter began playing with the saltshaker that rested on the table.

"Peter, that girl is something special. Don't let her go," Aunt May told him.

He felt his temperature rising. He clumsily dropped the saltshaker which spilled its inside on the tabletop.

"Uh - Aunt May, she's just a girl," Peter told her.

Aunt May then took the saltshaker in her hands and wiped the table clean once more. She shook her head.

He knew she didn't believe him.

He didn't believe himself either.

"Peter Parker, I can see it in your eyes. She's not just a girl," Aunt May told him.

He spent the next two hours talking to Aunt May about Gwen. Peter talked about how smart, sweet, and beautiful she was. He didn't mention the promise he had made to Captain Stacy, or how he had ignored Gwen because of it. Aunt May had listened the entire time. Once he had decided to stop his rambling to get ready for dinner at Gwen's apartment, he heard May Parker's laugh.

A real, whole-hearted laugh.

"What are you laughing at?" he chuckled.

"You thought you were no good for her," she recalled.

Peter suppressed a smile.

"I can try to be."

* * *

"Gwen, sweetheart, honestly. Can you stop pacing around and set up the table?"

"What? Oh," Gwen took the dishes her mother handed her, "I'm sorry. I'm just nervous."

Gwen had invited Peter to dinner on an impulse, a random act of courage completely aware that she might be shut down. To her surprise, she wasn't. Peter had said yes.

Peter had come to her for help after the bridge incident, and he hadn't turned her away when she had shown up at his house unexpectedly. He also agreed to come to dinner. Gwen hoped that meant something. It had to.

"This is the boy that came to have dinner with us a while back?" Gwen's mother asked her.

"Peter. Yes," Gwen replied.

Gwen set the dinner plates along the table.

For three weeks, Gwen set a place mat where her father had sat for dinner before his death. After seeing that it caused her family more pain seeing the empty plate than it not being there at all, she stopped.

She uncomfortably walked past the seat at the end of the table.

She wanted this dinner to go better than the last. She couldn't bring herself to recall the last time Peter sat at her dinner table. She knew Peter would be thinking of her father the entire time, but she didn't want him to.

"He's the guy who doesn't know how to eat branzino," Gwen's brother, Simon, called from the living room.

Gwen heard the common sound of a television coming from the living room. Her three brothers sat huddled around the TV. Philip was holding the video game controller concentrating on the screen in front of him.

"Shut up, Simon. I'm trying to pass level 34," Philip yelled.

"It's my turn after this level," Howard hollered.

"Lower the television," Gwen's mother called out to them from the kitchen.

"You just passed the level. It's my turn," Howard told Philip.

Philip ignored Howard. "Is he your boyfriend?" he asked Gwen.

Philip yelled out as Howard tackled him to the ground. Simon joined in, which led to a pile of young boys all reaching for the game controller which was held firmly in Philip's hands.

Over the loud yelling of her three rowdy brothers, she thought she heard the sound of a doorbell.

* * *

**Disclaimer: I own nothing. Merely for enjoyment purposes!**

**So, tell me how you liked Chapter 7! :)**


	8. Chapter 8

**Howard- 11 years old**

**Simon- 9**

**Philip- 8.**

**I actually finished this chapter three days ago, but I didn't have internet where I was. I'm so sorry about that. I was like dying!**

**Disclaimer: I don't own anything. I'm just a teenage girl living out her fantasies through stories on FanFiction.**

**ENJOY :D**

* * *

Peter anxiously awaited the door of Gwen's apartment to open. He tapped his foot against the hallway carpet. He was arguing within himself for a large portion of his conscience told him to leave, but another greater part encouraged him. He chose to ignore the former, and embrace the latter.

Peter was greeted by Gwen Stacy, who wore a slimming black polka dot dress that hugged her body perfectly along with a navy cardigan. She wore her trademark brown leather boots. Her hair was curled, but pulled back with a black headband.

Peter gaped for a moment at her effortless beauty. He stumbled for words.

"Hey, You - " Peter grinned, "You look - Wow."

Gwen smugly grinned. She crossed her arms. "I look wow?"

"Yes. Wow in a good way. You look beautiful," Peter said, "You always do."

Gwen felt her cheeks flush with heat causing them to become a light shade of crimson.

"Thanks," she said, "Come in."

She shut the door quietly after Peter walked into the apartment. She motioned for him to follow her. They walked silently through her extravagant dining room which led into the kitchen. Peter felt a rush of memories flood through him from the last time he sat at Gwen's dining table. He tried his absolute best to ignore the memories of the heated argument he had had with Captain Stacy. Peter tried to stray from the thought of Captain Stacy completely.

Mrs. Stacy wore a fitted white dress that reached just to her knees. She wore a pearl necklace which framed her collarbones nicely along with matching pearl earrings. Over her dress, was a lime green apron.

She was near the trash can muttering quietly under her breath.

"Burnt, burnt, burnt," she sighed.

"Hello, Mrs. Stacy," Peter greeted.

"Peter! It's good to see you again," she said.

Mrs. Stacy grinned enthusiastically. She made her way over to Peter, and took him into a hug which he politely returned.

Behind Gwen and Peter came in Philip and Simon from the living room. They inspected Peter quietly. Simon seemed satisfied as he turned to open a cabinet which Peter saw contained various assortments of candies.

"Simon, no candy before dinner," Mrs. Stacy warned.

Philip seemed unsatisfied as he continued to look over Peter's appearance.

"What happened to your face?" Philip asked.

Peter was silent. He learned to look past the bruises and cuts whenever he looked in the mirror; he had gotten used to it. He wondered just how bad he actually looked. Peter shot an alarmed glance towards Gwen. She, of course, knew the reason behind the marks.

Much to Peter's delight, Simon's voice broke the uncomfortable silence.

"What happened to yours, Philip?" Simon joked.

Gwen rolled her eyes.

"Couldn't you have stopped after you were blessed with one wonderful daughter?" she asked her mother.

Mrs. Stacy threw a rag on the kitchen counter. She crossed her arms and glared at the two boys sternly.

"Philip, apologize to Peter. Simon, apologize to Philip."

"Sorry," Simon mumbled to Philip.

"Sorry," Philip muttered to Peter.

In the awkward stillness that followed, they heard the joyous yells of Howard Stacy.

"I just passed level 35," Howard called loudly from the living room.

Both Philip and Simon quickly departed from their company.

"Dinner isn't quite ready just yet. I hope you don't mind, Peter," Mrs. Stacy told him.

Peter shook his head.

"No, I uhm- it's okay. I mean- I don't mind."

Mrs. Stacy nodded.

"Peter and I will just be in my room," Gwen said.

"Can you tell your brothers to turn down the television?" she asked Gwen.

Gwen groaned in objection audibly loud. Peter followed after her. They silently made their way into the living room inhabited by Gwen's three loud, messy brothers whom sat circled around the television. Howard swayed back and forth, left and right with the controller, as though moving his body would help him accomplish what he needed to in the video game.

"Turn it down," Gwen commanded.

Simon and Philip turned around. Howard continued directing his entire attention towards the video game.

Philip grinned devilishly. "Make us."

Gwen seemed to contemplate for a minute on how to move about this subject. Gwen knew her brothers were a hard bunch to convince to do anything they objected to. Philip and Simon eyed her suspiciously waiting for her to speak. Howard had paused the video game, directing his attention towards his sister.

"If you turn it down, I won't tell mom you snuck in here last night to play that dumb game," she proposed. Gwen knew the four of them would have stood there arguing past dinner had she not resorted to blackmail.

She smugly grinned at the disappointed faces of her three brothers.

Howard, Philip, and Simon exchanged glances. Even they knew the joy from having the loud, surround sound volume on full blast wasn't worth the reprimanding they would receive if their mother had found out they were awake so late playing their new video game.

They nodded.

"Deal," they said in unison.

Gwen grinned triumphantly. Simon reached for the television remote.

He lowered it to an acceptable volume.

Howard, the oldest of Gwen's brothers, raised a hand to his chin. He stroked his nonexistent beard. "Peter, is it?"

Peter nodded.

"Why do you like my sister?" he asked.

Peter thoughtfully stared at Howard Stacy. He felt Gwen's eyes upon him, waiting for an answer.

He thought of adjectives such as gorgeous, breathtaking, generous, smart, trustworthy, and perfect. The adjectives glorifying Gwen continued running through Peter's mind.

"She's amazing."

_Amazing? Really? _Peter scolded himself inside his private thoughts.

"Howard, if you're not going to play, give me the controller," Philip said.

Howard shook his head. "Give me a second."

Philip grabbed Howard's arm. "Give me the controller."

"Let's go," Gwen told Peter.

Philip and Howard began to tackle each other: Philip reaching for the controller, and Howard keeping the controller from Philip's reach.

Simon reached behind the couch. He always left his possessions lying around the apartment.

He pulled out a dark, distressed pirate hat which he had worn last Halloween as part of his costume. He had had a fascination with pirates for almost an entire year.

He placed the hat firmly onto his head.

"Argh! Ye must not try any funny business with my sister, sailor," Simon warned Peter.

Peter grinned.

"You can count on me, captain."

Peter then raised a clenched fist that he formed with his hand. Simon responded by punching his own tightly shut fist to meet Peter's.

"Gwen, I like your boyfriend," Simon grinned broadly.

"Me too," Gwen uttered.

She quickly realized that the words she heard came from her lips. She blushed wildly.

Peter smirked smugly. "Boyfriend?"

Gwen playfully hit Peter's shoulder. "I call every boy who thinks I'm amazing my boyfriend."

She pushed past him out into the hallway that led to her bedroom door.

"That worries me," he joked.

He followed after her.

They both entered Gwen's cozy, feminine bedroom. The window was cracked slightly which filled the room with a calming breeze.

Gwen sat at the edge of her bed. Peter joined her, sitting closely to her as so their knees touched. They shared a pleasant, silent moment.

"Sorry about my family," Gwen apologized.

"It's fine. I wish I had siblings," Peter said.

"You came," Gwen smiled.

Peter tilted his head the slightest bit to the left. "Did you not expect me to?"

"I didn't think you would," she admitted.

"Why?"

"You've avoided me for almost two months," Gwen told him.

Peter seemed to find an interest in Gwen's carpeted floor.

Gwen's eyes fixated on Peter. She took him joining her family for dinner as a sign that meant something. Gwen wouldn't have any more confusion on this matter. She wanted to know if Peter was ever going to take her back, or if he was going to continue toying with her emotions.

"Peter, why did you come?" Gwen questioned.

"I don't know," Peter told her. He closed his eyes.

"You don't know? Are you going to have dinner with my family and then continue avoiding me?" Gwen asked in vexation.

"No. Gwen, it's hard for me to - to do this," Peter told her. He looked straight into Gwen's hopeful eyes.

"Do what, Peter?" she asked.

The only sound Gwen heard was the pounding of her beating heart hitting her chest. Everything around her, besides Peter Parker, evaporated from her sight. She felt her stomach rise until she was sure it had reached her throat. She waited for Peter to speak.

"I, I don't want - That promise is -" Peter muttered under his breath nervously.

Peter knew he couldn't stay away from Gwen any longer. Gwen Stacy made him feel at ease no matter how much pain, distress, or confusion he was in. He needed Gwen.

The voice of George Stacy began invading Peter's mind.

Peter's conscience battled with his heart. It was difficult hearing the distant voice of George Stacy at the back of his mind reminding him of his promise. Peter ultimately knew what he truly wanted, and he wasn't going to go any longer without her. He didn't think he could.

"I can't stay away from you anymore."

Gwen understood why that promise was created. Her father wanted to make sure his daughter would be safe, and Peter honored that greatly. Gwen didn't want Peter to believe that it would be safest for him to remain vacant from her life completely; his absence wasn't providing safety for Gwen. It was hurting her.

She trusted Peter. She saw no danger in being with him; he would keep her safe.

"Then don't, Peter," she said.

Peter shook his head. "If, if anything ever happened to you I couldn't - I can't lose you."

"I don't care about the danger," Gwen told him.

Peter furrowed his eyebrows. He felt slightly infuriated. He wanted her to see that the only reason he had kept his promise was to keep her safe. It wasn't his deliberate intentions to hurt her purposely.

"What are you saying? Gwen, if you were to get hurt, I would - and your family -" he said.

"You worry about my safety?" Gwen asked Peter.

Peter nodded. "Always."

"I worry about yours," she replied.

He chuckled, wrapping a cupped hand around the back of his neck.

"That's different," he told her.

Gwen shrugged. "You make the choice to risk your life every day. Let me make mine."

Peter lifted his hands to cup Gwen's face softly.

Peter didn't want to think much about anything else. He needed Gwen Stacy just as she needed him. They needed each other.

The voice of George Stacy at the back of his mind slowly began drifting further and further away until it vanished altogether.

Peter felt his worries slowly drift from his mind. There were no uncertainties.

He didn't fret about the conversation he knew he had to have with Aunt May about his double life. The Green Goblin was a distant concern that seemed not to matter.

Both Gwen and Peter slowly inched forward. They dared to rest their foreheads against each other close enough to hear each other's slow, rhythmic breaths. Peter had yearned for Gwen for almost two months: two hard, unbearable, lonely months.

"I'll keep you safe. I won't let anything happen to you," Peter whispered.

Gwen nodded. She didn't doubt his words.

Peter leisurely pulled Gwen towards him. As the soft brush of Gwen's lips touched his, he felt the most vibrant, lively rush of emotions spread through him. Gwen tightly locked her hands around the base of Peter's neck as Peter placed his softly around her waist. The kiss was gentle, but rough. Their lips moved in unison, perfectly rehearsed, as though they had lost no time. Peter pulled Gwen closer to him. He wished for more of her having been deprived for so long.

"Hey, stop making out. Dinner's ready," Howard said.

They pulled away from each other quickly, their lips surging with a passion to connect once more.

Howard stood in the doorway with an expression of utmost disgust. His arms were crossed.

Gwen shot Howard a menacing, but joking, glare. "You're my least favorite."

"Wrong. I'm your favorite because I won't go telling our mother that you were doing things no eleven year old should see," Howard told her with a daring smirk.

She laughed.

Peter silently took Gwen's hand in his. Their fingers interlocked, fitting perfectly with one another. Gwen felt warmth spread throughout her body which made her feel weak. Her heart began its usual routine of beating rapidly. As they intertwined their fingers together, Gwen felt at ease.

Everything was perfect.

"What are we having?" Gwen questioned Howard.

"Croque-monsieur," he replied.

Peter jokingly sighed. "Sounds more difficult than branzino."

"It's just a fancy grilled ham and cheese sandwich," Howard shrugged.

"Don't worry. I'm sure Simon will help you cut it," Gwen teased.


	9. Chapter 9

**You guys, I am so sorry.**

**Bear with me. I just started HIGH SCHOOL. I'm a freshman now! The first week wasn't too bad. But seriously, I am so sorry if I take a little while to update.**

**Disclaimer: Don't sue me. I don't own anything.**

* * *

"Peter, where are you going for college?" Helen Stacy asked from across the dinner table. The clinking of utensils against glass plates was filling in the uncomfortable silence of the dining room.

"I only applied to NYU," Peter responded. He hadn't intended just to apply to one university, but school had become one of his least concerns after obtaining his superhuman abilities. College was rapidly approaching, and he knew it would be difficult to gain acceptance elsewhere.

Mrs. Stacy nodded. Peter noticed Gwen toying with the fork in her hand. She was forcefully biting down upon her lip.

"I only applied there because I want to stay in New York for my aunt. I don't think I'd want her to be alone," Peter quickly added.

"That's so kind of you," Mrs. Stacy smiled, "I would like to think Gwen would do the same for me, but I wouldn't force her to. I'd like her to go to Harvard just like her father and I did."

Gwen cast a glance towards her mother before fixing her eyes upon Peter. He communicated through his gaze to shrug the concern of being separated by distance from their worries. He didn't want to think much of about universities and being separated from Gwen. He was here with her now.

"I'm not going to college," Howard Stacy said.

Mrs. Stacy frowned at her eldest son. "You most certainly are."

Howard shook his head disapprovingly. He laid his cloth napkin across his lap. "I'm going to become the next Spider-Man."

"Really? What's so great about Spider-Man?" Mrs. Stacy asked.

The three Stacy boys gaped at their mother in silence as though what she had asked was a disrespectful insult.

"Everything," Gwen shrugged. She directed her gaze towards Peter. He felt heat rise to his face slowly making his palms beam with sweat.

Gwen had the power to make him flush with nerves no matter how many times he's kissed her, or had an intimate conversation with her. Normal young men paraded around with confidence attracting the opposite sex every which way they went, never becoming nervous and shaken about being in such close contact with a beautiful girl. Those young men didn't care much about anything other than achieving their goal of hooking up with an unsuspecting, delicate, sweet woman.

Peter realized that he didn't want to be like those young men. He sat staring across the dinner table at the beautiful girl sitting before him. He didn't care much if he looked like an idiot flushing a light pink from embarrassment, or if all he wished to do was hold her hand. That was him, and he hoped it was enough.

"Mom, he protects people. He swings from buildings. He's awesome," Philip said.

Mrs. Stacy responded with a grin before falling silent.

"Peter, do you like Spider-Man?" Simon asked him. Peter was the only one at the dinner table who seemed to have noticed Gwen utter a faint, imperceptible laugh.

"He's not too bad," Peter said.

The rest of dinner had gone considerably well. Few times had Peter spoken, but he would rather not have spoken at all then give the wrong answer to a question asked by Mrs. Stacy. Mrs. Stacy had asked what Peter planned to study in college. Gwen then grew tense hoping that his answer would be suitable for her more than studious mother. Peter had told Mrs. Stacy he was interested in journalism.

The three boys continued to banter throughout dinner. Helen Stacy grew quiet occasionally, much just like the other five Stacy's at the dinner table. It was during those moments that Peter truly thought about the Stacy family. He thought of how difficult it must still be for them.

He noticed Mrs. Stacy had changed. Peter noticed the distant look on her eyes, although there was a grin that spoke in contrast.

Peter laid his gaze upon Howard, Philip, and Simon Stacy. Gwen's brothers knew no better, Peter guessed. They were still giddy, but he wondered just how many nights they'd spent wondering when their dad was coming back to tuck them into bed.

He remembered how he felt when his Uncle Ben had passed.

_Peter heard the gun shot ring loudly behind him. His hear leapt out of his chest._

_It was upon turning around that his worst thought crossed his mind. His Uncle Ben had been out looking for him, but it couldn't be him. What were the chances of his Uncle Ben having been passing that certain convenience store? It couldn't be. Peter wouldn't let it be._

_As Peter's eyes lay upon the rigid body going limp across the street, he knew it was. The man from the convenience store ran quickly down the street turning to glance at the man who lay on the floor slowly drifting from consciousness._

_Peter ran through the street without concern for the cars speeding towards him. He felt himself go weak as he pressed his hands firmly against the wound; he needed to stop the bleeding. There was so much blood that lay streaked on the ground, on his hands, and upon his uncle's clothing._

_His mind was a mess, thinking merely the worst. Images quickly ran through Peter's mind. He saw flashes of Uncle Ben sitting next to him at Peter's very first baseball game. He saw an image of his uncle pushing him from behind as he rode his bicycle, uncertain of his balance, along the sidewalk that ran through the park. _

_As he screamed for help, the motionless body of his uncle lying on the ground, he felt a small piece of hope still within him. It wasn't until later that night, after the doctor had given both him and his Aunt May a solemn look, had he lost hope. He had lost hope in everything. _

Peter thought it amazing how the Stacy family had the strength to appear happy. Peter himself had been brooding for so long. He refused to talk to anyone or except condolences. He recalled Gwen hugging him in the hallway a far off time ago. He thought of how comforting it felt; her embrace made him feel better for a slight second until he was hit with reality once again that his uncle was never coming back.

He had never offered Gwen condolences or attempted to comfort her as she had for him. He had never been there for her as she had been for him.

He directed his gaze towards Gwen. She met his eyes, beaming with a grin upon her face.

Peter knew she didn't blame him for her father's death, or having left her alone through that difficult time.

He wanted her to. He felt he deserved the blame.

These thoughts continued to plague Peter's mind all throughout the rest of dinner. Both he and Gwen had excused themselves shortly after to retreat to her bedroom. Peter, fatigued from thinking far too much, lay upon Gwen's bed. Much to Peter's delight, Gwen followed suit. They both lay there quietly staring up at her white ceiling, as Peter had his arms wrapped tightly around Gwen.

"That went well," Gwen grinned. The warm body heat emitting from Gwen's body against his comforted Peter slightly, but not enough to remove the worries that plagued him.

"Yeah," he nodded.

Gwen shifted slightly. "What's wrong?"

Peter lifted his head to allow one of his hands to rest behind it.

"I - I sometimes think of how much pain I'd have spared you and your family if I'd just have been a second quicker that night."

"That wasn't your fault," Gwen told him.

Peter shook his head.

"I feel like it is," he told her.

"None of my family blames Spider-Man. Neither do I," Gwen said indignantly. She nuzzled herself even closer into him. She gripped his dress shirt tightly.

"I know, but why don't you?" Peter asked her.

Gwen let out a short sigh. "He would have wanted you to save the city over him. I know – knew – him."

He heard the slight quiver in Gwen's voice as though she was holding back tears. Peter felt Gwen tense up beside him. He searched for her hand. He grasped it reassuringly, lacing his fingers through hers.

"I should have been there for you," Peter muttered.

He could feel Gwen's rhythmic breathing against him as she inhaled and exhaled. She took a sharp inhale of oxygen before speaking.

"You are now," she said.

He didn't know what he was going to do about Norman Osborn, or how he was ever going to approach the conversation about his secret identity with Aunt May. All he knew was that Gwen Stacy was his again.

"I know I decided to break my promise, but I want you to know that if you are in the slightest bit of danger –" Peter started, before being interrupted by Gwen crushing her lips against his. He felt her hands graze over his body indicating she wished for more close contact. He cupped her neck with a hand, while the other was placed at the small of her back. The kiss was passionate, begging for more of one another. He took in the familiar scent of Gwen that enveloped his nostrils immediately. Gwen ran her fingers through Peter's tousled hair.

Peter pulled away quickly. He felt oxygen rushing into his lungs. He saw the objection in Gwen's eyes. "Gwen," he breathed heavily, "someone is coming to the door."

"How –"

As though on cue, a knock sounded from the hallway against Gwen's bedroom door. Both Peter and Gwen immediately made their way towards the edge of the bed hoping to appear having been sitting this way the entire time. Simon then appeared in the doorway hoping to gain entrance into Gwen's bedroom. He had one hand over his eyes while the other held a small piece of white paper that seemed to be ripped from a larger portion of paper.

"Are you guys doing anything that isn't nine year old appropriate?" Simon asked warily. He took a few cautious steps towards the two.

"You can open your eyes," Gwen said. She uttered a small laugh.

"That's the bill," Simon walked over to them, handing the small paper to Peter. Peter traced his hands over the paper which had "$5.00" scribbled quite messily upon it.

"Bill?" Peter asked. A smirk crept upon his face.

"I charge five dollars for dinner services," Simon said, "It's actually ten dollars if you count the last dinner you had with us, but I'm being nice."

"Is that all?" Gwen asked.

Simon shook his head. "No. I need to tell Peter something."

Peter nodded, urging Simon to continue.

Simon inhaled. "Promise not to break her heart. Howard says he'll beat you up if you do. I like you, so I don't want that to happen."

Peter thought of the idea of Howard, an eleven year old boy, attempting to harm him. He slightly chuckled.

"I promise," Peter told him.

Peter turned his attention towards the blushing Gwen who sat next to him. He placed a gentle kiss upon her cheek.

"At least wait until I'm out of the room," Simon groaned in protest. He retreated from the bedroom muttering inaudible words neither Gwen nor Peter could make out.

"How did you know he was coming?" Gwen asked Peter just above a whisper. She stood up from the edge of the bed to shut her door. It shut softly allowing them privacy once more.

"I heard his footsteps," Peter said nonchalantly. Gwen merely resumed her position next to Peter with her mouth agape.

Peter had gotten considerably accustomed to his powers. His fascination for his own abilities had grown increasingly dreary, but there were times when he continued to surprise himself with what he could do. The ability to hear things from a far distance off was something that had grown to be quite dull to him.

Peter could feel Gwen's eyes trace over each of his visible wounds. He suddenly felt vulnerable, wishing to erase all of the wounds upon him to prevent Gwen from catching sight of them. Her eyes were filled with worry.

"Are you going to tell me about that guy?" she asked.

_No_, Peter thought. He was hesitant about telling Gwen all he knew. He didn't doubt his ability to keep her safe, but he assumed keeping Gwen from his superhero affairs would be best.

"If you told me you'd have to kill me?" she joked. She nudged him softly, causing him to pull himself away from his thoughts.

"Something like that," Peter smiled cheekily. She pressed herself against Peter's body. He immediately wrapped his arms around her. Her body sent a warm feeling that emitted throughout his entire body.

"You don't have to tell me now, but eventually," Gwen told him.

He could feel Gwen's cool fingertips trace shapes along his arms. He felt a shiver slowly creep upon him.

He truly wished the life he lived could be that of much like a normal teenage boy. He wished he could put his entire energy and time into taking his girlfriend on the most extravagant dates, and buying her thoughtful gifts, and he wished for the day that being romantically involved with her wouldn't be in any way dangerous for her.

"Eventually," he sighed.

As Peter could feel himself drifting into a peaceful abyss that occurred right before falling into a comfortable sleep, he was rudely awakened by an alarming sound of cries. They rang loudly in his head. He could make out the cries for help, the cries of agony. A moment later, the sound of police sirens sounded off along with the cries. The sounds of distress soon disappeared altogether. Peter knew this meant that the accident wasn't near. Peter felt slight comfort knowing whatever was occurring wasn't near Gwen's apartment, but it didn't change the fact that he had to be removed from the comfort of her presence.

Peter quickly began unbuttoning his dress shirt, as well as pulling his slacks off rather unattractively. Gwen sat frozen in fear, for she knew why he was undressing. He quickly found himself dressed in his entire Spider-Man suit. His pile of clothes lay on the carpeted floor of Gwen's bedroom.

Gwen stood beside him paralyzed. They stood in silence. Her hands shaking, she slowly lifted the bottom part of his mask.

She kissed him softly. Peter wished to stay there longer. He stared at the frozen expression permanently etched across Gwen's face. He imagined how hard it must be for her to sit helplessly wondering every time he slipped on his mask if he would make it home that night. He secretly feared for himself as well. He pushed these thoughts quickly to the back of his mind. He would always make it home.

Peter wouldn't let it be any other way.

She pulled his mask back down fully to cover his neck.

"Be careful," she choked out.

Peter nodded.

"I always am," Peter said.


	10. Chapter 10

**High school excitement is gone. Lol. Homecoming is next week. Lookin' for a hot date ;-)**

**Just joking. I'll be home. Writing FanFiction. **

**I do it for the fans.**

**ENJOY! :-)**

**Disclaimer: I do not own ANYTHING. *cries***

* * *

The smoke polluting the air prevented Peter from seeing anything above five stories. Swinging upon bio-cables was more difficult in the polluted air than just traveling upon foot, Peter decided. He felt the air whip past him, the cool breeze hitting against his face as he ran as fast as his legs would allow. The burning, three story building was soon in sight. A group of police cars, as well as two fire trucks were parked across the street from the building. Peter could see firemen and policemen ushering men, women, and children from the building. They coughed violently, ashes covering their clothing. Some children cried out, while others stared off dreamily as though they were unattached from their bodies.

Peter cast a cautious glance towards a policeman, who stood a great distance from the burning building, shouting orders. He had seen this man before. He had always been alongside Captain Stacy. Peter saw a picture of both him and the Stacy family framed inside Gwen's living room. George Stacy's right hand man, a close friend of the Stacy family. Peter felt the same feeling he had received from sitting at Gwen's dinner table creep up unexpectedly upon him. He was sure this man held something against the vigilante who had been rumored for a short time to be the murderer of Captain George Stacy.

As the man's eyes fell upon Spider-Man, Peter felt vulnerable. He itched to take the suit off, to throw it in the nearest dumpster. He yearned to turn back time, to prevent what had caused so much pain to too many people. He felt the guilt ease slightly as the man simply nodded, almost unnoticeably.

Peter quickly searched the building for an open window that had yet to be filled with dangerous flames. His eyes landed upon a second story window. With a swift flick of his wrist, he was shot through the air in through the window.

It was as though all of the oxygen had been quickly vacuumed out from within him. Surrounding him were dangerously high flames, along with smoke and falling debris. He felt the floor ready to give in. He needed to check the building to make sure there were no remaining citizens. With each careful step, a wooden board would come dangerously close to falling. He ducked beneath a falling wooden plank, barely dodging a flame which had quickly erupted beneath it.

Within a short time, Peter felt himself growing weaker. The heat had caused a growing headache that made Peter felt disoriented. His knees began to shake as he stood squinting through each room he walked, searching for any remaining people within the building.

Satisfied after carefully checking each of the three floors, he searched for an open to exit from. They were all filled with violent, thrashing flames which threatened to singe him if he took a step closer. The building was soon going to become a large pile of debris.

"Going so soon?" a voice said from behind.

Peter turned quickly. The Green Goblin stood behind a pillar, inching towards Peter. His glider floated alongside him.

"I wish I could stay," Peter fibbed.

"Why don't you? I'm testing out a new weapon of mine," Norman told Peter. Peter felt the window growing closer as he consciously inched towards it, hoping Norman took no notice.

Still, as Peter was planning his escape, he wondered why Norman was here. There were no hostages in the building. It was a boring, plain building. Peter could not rationalize why Norman would bother causing damage to a plain building which contained no innocent people being held against their will.

"The reasoning behind your attack is very unreadable," Peter said. Norman floated silently in mid-air. Norman scoffed audibly loud.

"I needed to get your attention, you fool. I just need some alone time with you."

The heat was growing increasingly uncomfortable. The _crack_! of burning wood was heard every two seconds.

"That's kind, but I have a girlfriend," Peter retorted smugly.

Norman's glider began inching closer, to Peter's intense dislike. The window was so close. All Peter had to do was flick his wrist. The pain from the flames would last for a short time, but his wounds would heal quickly enough. He could stay in the falling building no longer, but as he shot his gaze towards the broken window, Norman's words prevented him from doing any such thing.

"I want to make you an offer," Norman told him.

Peter tilted his head the slightest bit to the left. His chin was raised. This offer, whatever it may be, was no doubt going to be a long explanation. It would buy Peter time to figure out a way to perhaps severely injure Norman. Norman was becoming dangerous, the medicine certainly taking its toll, and Peter could not risk more time passing. Norman Osborn, Peter noted, had become a crazy lunatic.

His foot slid over a large wooden plank which would fit awkwardly in Peter's arms, but it would do. He waited for the perfect moment to present itself.

"Listen, Spider-Man. I've thought much of this out. It's risking much, but I want you to join me," Norman proposed to Peter.

Peter, lacking interest in the words being spoken by Norman, inched the end of the wooden plank into a brightly lit fire.

"You and I together could end with an amazing result. We could strike fear into the hearts of the weak. The weaklings, who lack superior powers that we both have," Norman said.

Peter swiftly kicked the board up from beneath him. Peter brought the plank hard against Norman's head. The unsuspecting Norman stumbled back off of his glider, holding a hand to the area hit. He fell hard against the floor. A small crack appeared upon Norman's mask.

With unnerving, graceful ease, Norman leapt back onto the glider. His hand reached low to press a button upon what Peter saw were the controls for the glider. The button Norman pressed caused two metal, barrel-like objects to slide out from beneath the glider, still firmly attached.

Peter assumed, these objects were the new weapon. The glider flew straight towards Peter with immense speed. Peter ran, ducking beneath it as he slid across the fragile, breaking floor. Norman, with great ease, turned himself back around to face Spider-Man.

Peter felt the burn marks across his legs from sliding along the floor begin to surge with pain. Distracted, he did not notice the new source of fire coming from the barrel-like objects on the Green Goblin's glider. The fire shot quickly, at least shooting past fifteen feet.

The fire that hit Peter's arm was burning, causing him to clench his teeth. He flipped himself onto a pillar, crawling out of reach from the flames. He felt his spandex surely melting. The smell of burnt rubber proved him right.

"New suit," Peter choked out, "_New._"

He dodged yet another attempt from the Green Goblin to harm him with his new weapon. They resembled an exterminator chasing a mouse along the floor and walls, trying to escape the harmful, poisonous chemical. Peter felt himself growing increasingly weary from this game of cat and mouse. Peter tried to drag his attention away from the burning pain he felt along his entire left side of his body.

It was during this time Peter did not notice Norman holding an orange ball; it was an exact replica of the one he held upon the Brooklyn Bridge. He had less than enough time to move.

The ball landed upon the wall next to him, beeping loudly before exploding the wall, which caused pieces to fly everywhere, as well as Peter. He landed with a thud, rolling into a burning section of fire. A large piece of metal hit Peter hard against his chest. He yelled out in pain. He pushed it off quickly just in time before a pile of debris came falling from above. He crawled away from the fire.

He heard the laughter, encasing him as prisoner as it always did. His disoriented vision did not take notice of the man approaching him. Norman threw Peter into a wall. Peter felt his back hit hard against the plaster, quickly falling to the ground. His hand lay awkwardly beneath his chest, his legs bent awkwardly as well. He attempted to push himself up.

"That – that serum you injected yourself with will only continue to drive you crazy. Stop this, Dr. Osborn," he yelled out. He searched the empty, burning room for the Green Goblin. As Peter stood in the silence, he felt himself grow hot, and warm, feeling the urge to tear off his suit which was holding him captive.

Norman quickly emerged from behind a cabinet.

"What did you just say?" Norman asked, the words depicting shock and worry. He stood firmly rooted in spot, his head tilted.

Peter lifted a hand cautiously.

"You're sick. That serum you made – it's slowly damaging your nervous system. Your heart will fail in a few months – weeks even."

A large section of ceiling behind them fell, hitting hard against the floor they were upon. A large gaping hole was created.

Norman shook his head vigorously. Peter caught side of a lose headboard directly above Norman.

"I will find out who you are. Mark my words, I will," the Goblin spat. With less time than Peter had hoped for, he nearly had enough of a chance to attach a bio-cable to the headboard above Norman. Peter pulled the plank with a pull of his wrist, the heavy plank falling upon an infuriated Norman causing him to collapse onto the floor like a rag doll.

Norman was powerful; he was a creation of a failed medicine he thought would surely annihilate his illness. It hadn't. Peter knew that there was no serum that could be created to cure Norman, that the injected serum would soon take Norman's life, but Peter wanted the death of Norman Osborn to be as peaceful as it could; for Norman himself, for Harry, for ones who might have been close to Norman before he was diagnosed with his tragic illness. He did not want Norman dying a monster – a killing monster.

"I will kill you," Norman yelled.

Peter did not have time to turn back towards the fallen Goblin. He did not have time to prevent himself from being pushed out of a fully intact third story window, or have time to shield himself from the wall of flames protecting it. Norman had pushed him through.

The glass shattered. A few pieces, Peter could feel, attached themselves onto him. He clenched his teeth, feeling his muscles tighten as he floated through the air. At this time, he thought nothing of saving himself. It was the Goblin's words that flew next to him, paralyzing him in fear.

He would find out who Spider-Man was, and he would kill him.

Peter heard the cries of citizens around him, shouting undecipherable words. He assumed they were in fear of the Green Goblin, or were perhaps merely just screaming. No matter what it exactly was they were saying, he knew he had fallen. He had not flicked his wrist in time, perhaps from shock or the element of surprise. No matter, when he hit the ground, he could see the onlookers staring upwards, following the Goblin through the city sky, witnessing for the second time that their dear, beloved hero had once again failed them.

With a cackle, the Goblin disappeared behind a skyscraper. The onlookers' attention fell upon Spider-Man. Many people pointed, while others held their mouths gaping open, and others screamed although the worst part was over.

But the worst part has yet to come, Peter knew.

He saw the blur of policemen pushing the crowd back. He saw among them, a bright light that had a sad frown, instantly distorting the beautiful glow. His light is shouting something. He can't tell what. Peter sees, his beautiful light being pushed further away by the stubborn policemen whom refuse to let her pass.

He needs her.

An unheard, undecipherable word fell from his lips the moment before he fell into a peaceful abyss.

"Gwen," he murmured. He felt the word ricochet back to him, as though it were a boomerang. It was as though his mask, composed of tight, choking material, blocked his word purposely.

He imagined a dark, sullen tunnel, _his _bright light at the end. The light was all his.

Peter's heart instantly warmed, no matter the cold, rough concrete that he felt against his singed skin.


	11. Chapter 11

**SO SORRY FOR LONG UPDATE WAITS.**

**I need to get on my A-game for this man.**

**Disclaimer: I do not own anything. Yada yada yada.**

* * *

It was the sound of footsteps, light against the pavement rushing to him. The footsteps were delicate and soft. He could hear the sound of another pair of feet hitting hard against the pavement, immediately following after the first.

"Gwen? Ms. Stacy, you can't be here," the policeman told her. Peter rolled over upon his back. He gritted his teeth together. Tilting his head the slightest bit to gain a better view, he saw a fairly large crowd of people standing far away, being pushed further by a few police men. Closer to him than he would like, was Gwen, straining terribly within the grasp of a man's tight grip.

"He's hurt. Someone – someone has to help him. Please," Gwen cried. He could hear her voice slightly rise at the end. She was trying to hold back tears.

"Officer Smith, can you please escort Ms. Stacy home?" Captain Jones asked the officer standing beside him. The man placed his hand lightly on Gwen's shoulder. He ushered her towards the police car, the door already propped open. She turned her head to look at Peter.

Peter yearned to hold her within his arms, and to be held back comfortingly in return. Yet even if he could suddenly muster enough power within himself to do so, he would not make such a foolish mistake like she had by trespassing against the obvious barrier the police officers created.

"He needs – needs help," Gwen uttered.

"We'll get him help," Officer Smith told her.

"Captain Jones, has the NYPD decided their course of action? Is the Green Goblin as much of a threat as the Lizard? Is there any possibility Spider-Man could be helping the Goblin?" a red-headed, bubbly woman asked the Captain, struggling to reach the front of the crowd. She looked young. She couldn't have been older than Peter or Gwen. She wore a tan sweater, a black skirt, and tan flats. Her hair was loose, perfectly straight, but curved inwards at the ends. She held a tape recorder.

Captain Jones withheld a sigh of frustration. He lifted his arms as though he were pushing back an invisible wall.

"Spider-Man is a hero. He – he wouldn't do that," Gwen retorted quickly. She escaped from Officer Smith's hold. She took a few steps toward the red-headed reporter.

"Ms. Stacy, please," Captain Jones pleaded.

"Ms. Stacy? The daughter of George Stacy? You seem to be a great Spider-Man fan, unlike your father was," the red-headed young woman commented sneeringly.

Peter could see Gwen falter in her breathing, as well as her responsiveness. She stood there, her face white as a sheet in mere shock and outrage.

"You don't know my father," she weakly choked out.

Peter could see, judging from the saddened look on her face, that Gwen had caught her choice of words as well as he himself had.

The red-head began whispering to the man who stood next to her.

"I'm ready to leave now," Gwen told Officer Smith, who stood next to her.

Peter saw his brilliant light being escorted into a police car, her beauty seeming out of place in the back of the car used to hold the criminals he caught on a daily basis.

Peter could see the strain in her face, the pain she tried to conceal. He could see the reporter grinning smugly as she continued whispering into her partner's ear. He began writing furiously upon his notepad.

Peter saw, above the building opposite of him, the Green Goblin hovering upon his glider. The dark backdrop of the night sky gave off an eerie feeling as Norman stood there, staring down upon Peter. Although he wore a mask, he could see the malicious, insulting grin across Norman's face. Just staring upon the floating mad-man made Peter's wounds hurt all that much more. He immediately flew away, past several buildings before disappearing altogether.

He placed his hands on the ground, attempting to pull himself up. His knees wobbled, almost giving out completely. Peter slowly and cautiously straightened himself up, his spine feeling ready to fail him. He examined his suit, noting the multiple burns and tears.

The feeling of defeat weighed upon him, hurting him more than his injuries did.

The next four hours were spent painfully, trying with as much strength as he could muster to get home. It was roughly almost 2 a.m. and all Peter wished for was the comfort of his cool bed sheets. Peter swung upon bio-cable after bio-cable, down streets upon streets in which he didn't recognize. There was a loud ringing in his ears that ceased to go away. The lights were a blur, as was his memory.

It wasn't until dawn that Peter finally recognized a street that was a few blocks away from his Brooklyn home. Cautious as to not be seen by any onlookers, he carefully crawled upon the roof. He lifted the window that led into his bedroom, and quietly landed onto the carpeted floor inside. He shut the window behind him and let down the blind. He wasn't in great pain anymore. It was just the throbbing of his temple and the still healing fire wounds that vexed him.

No matter how greatly his bed tempted him to come closer, he knew there was a greater comfort in the woman presumably downstairs keeping busy with chores. With a tried doggedness, he made sure to change into comfortable clothes which lay on the floor of his bedroom. It was quite difficult attempting to rip his suit off. Parts of his spandex suit had somehow clung to his skin in a goo-like manner. Once successfully ridding himself of the destroyed suit, he changed into casual clothes with less effort. He then proceeded downstairs.

Peter wondered with great curiosity about how his aunt would react when she caught sight of him. He hadn't come home last night. Imagining his aunt in a complete nervous wreck, he was stunned to see that she seemed the opposite as she casually mixed batter within a bowl in the kitchen.

"Peter," Aunt May gasped. She looked tired, as though she hadn't slept in weeks. Worry lines creased her forehead. The bowl, which she held in her hands, almost slipped clumsily from her grasp onto the linoleum floor.

Oddly, Aunt May quickly graced herself with composure. She regained her tight hold on the bowl. A forced, pained smile appeared on her face.

"You startled me," she told Peter.

"Aunt May –," Peter began, wondering how to finish this sentence without making their conversation any more sufficiently awkward than need be.

"We – we're all out of milk," Aunt May told him, clearly flustered, "Would you mind going to the store for some later?"

"I – wait, what? Listen, Aunt May –" Peter began.

"Actually, I need some now. You like pancakes, don't you? You always have. I'll make you some. I just need milk. Could you get the milk? Oh, and also some eggs," Aunt May continued.

Peter had never seen his Aunt so clearly shaken. She was an unreadable nervous wreck, refusing to look at Peter directly.

"Yeah," he weakly nodded. It was clear that his Aunt was not ready to discuss what they both knew, and he wasn't completely sure that he was all that prepared either.

During his long, thoughtful walk to the store, the demeanor of his Aunt shook him greatly. She didn't dare look at him, and she refused to talk of anything but trivial errands that she needed Peter to run. A disturbing thought ran quickly past Peter's mind, but it soon rented a permanent spot.

Perhaps his Aunt was disgusted with what Peter truly was, or perhaps Peter was disgusted with himself.

The few people within the store shot curious, frightened glances towards Peter's injuries. He, already accustomed to this, paid no notice. He grabbed a gallon of milk and a carton of eggs. After purchasing his items, he exited the store.

Starting home, he began to imagine scenarios in which he had never took upon the life of a hero. These thoughts continued to plague his mind until he passed a booth along the sidewalk.

It had a row dedicated to newspapers. One in particular caught Peter's eyesight quickly. He read the words "The Green Goblin: Too Much for Spider-Man" bolded and in italics in large letters across The Daily Bugle newspaper. There was a picture of Peter, dressed in his suit, lying upon the pavement. He picked up the newspaper, quickly scanning the article.

_Spider-Man, New York City's most famous wall-crawler, may have too much on his web. Spider-Man not only failed to defeat the suited threat on the Brooklyn Bridge, but yet again last night. An abandoned building on 5__th__ Avenue was set on fire by the infamous Green Goblin. Spider-Man was soon seen entering the building, to merely be shot out from a window a few minutes later. He was severely injured. The Green Goblin escaped without a scratch. Spider-Man, helpless and fallen, received help from a pleading onlooker. The onlooker was no other than the daughter of the deceased Captain George Stacy who fell victim to Dr. Curt Connors, also known as the Lizard. She showed compassion in helping out our wall-crawler, but will extra support from a simple civilian really help our Spider-Man defeat a great threat? Is it time to place our trust in a new hope, New York City?_

Peter, feeling his fingers tingling to rip the newspaper apart, placed it upon the row full of exact replicas before his frustration took the best of him.

His walk back home was less enjoyable than he wished. The feeling of failure temporarily clouded the feeling of worry and anger that would soon come from the realization that Gwen had been mentioned in the article. He felt disappointed in himself. Peter wished for more than anything to be the symbol of hope, and to show New York City that they do have someone to put their trust in.

"I got the eggs and the milk, Aunt May," Peter called from the front door.

"Thank you," Aunt May replied.

Peter briefly closed his eyes.

_When did my life become so complicated?_ he asked himself, _When did I become someone that Aunt May refuses to even look at? I'm sorry, Uncle Ben. I'm not destined for anything._

He took a step towards the staircase. "I'll be in my room."

Aunt May appeared within the hallway, a few feet away from the foot of the staircase which was where Peter stood.

Aunt May held a dish cloth in her hand tightly, twisting it around until it could twist no more.

"Peter Parker, I love you," Aunt May said. She let out a relaxed sigh, showing she had finally released the words that she needed to.

"I love you too, Aunt May," he told her. Before continuing up the staircase, he waited to see if this was all his aunt would say. After silence greeted him, he then took two more steps.

"No. Listen to me, Peter. I love you. You cannot risk your own life to protect New York City. You're life is just as important. It isn't your responsibility," she told him.

He struggled with an answer. It was as though his aunt, exactly like the rest of New York City, had given up on him.

"It is," Peter told her defiantly. She gave him a solemn look for she knew, yet hoped otherwise, that was exactly what he was going to say.

"I can't lose you, Peter," she mumbled. Her lips began to quiver.

His hand was gripping the staircase rails tightly. His disgust with himself and pitiful thoughts of what-ifs had soon been exchanged for feelings of anger. He felt a raw desire to achieve what no one thought he could. He would not disappoint New York City as his parents had disappointed him when leaving him with no explanation, and neither would he disappoint the ones he loved as he had disappointed Gwen when he avoided her to a great extent with no explanation. He needed to prove his aunt, New York City, Gwen, his parents, and his Uncle Ben that he could be someone great.

"You won't. I promise," he told her.

"You don't need to be a hero. Nobody expects this of you," she told him. She placed a warm, soft hand upon his.

Peter thought for a moment.

"I know. I just – I think I expect it of myself, Aunt May."


	12. Chapter 12

**Whaddup.**

**Enjoy.**

**Disclaimer: All you legal eagles can calm down. I don't own none of this. **

* * *

The past three days had gone seemingly exactly as Peter imagined they would. Feelings of disappointment, worry, and unworthiness continued to haunt him. He locked himself within his bedroom for the first day, his feelings and thoughts a complete jumbled mess. Peter couldn't think rationally for more than a minute. He felt hollow, and he moved around sluggishly. He stared at the headline of the article upon the Daily Bugle newspaper, which he had bought after all, that spoke so ill of Spider-Man. He had read the single article so repeatedly that he was sure he had sub-consciously memorized it. The line that mentioned Gwen terrified him. Although they didn't mention her by name, it was enough to frighten Peter with the mere statement that it was the daughter of George Stacy that was at the scene. He sat paralyzed with only the faint _tick-tock_ of a clock being the only sound in the room. His phone went off numerous times, undoubtedly it was Gwen calling. He paid no notice. Aunt May would frequently come up to his bedroom to check on him, but she would retreat quickly after her questions and words went unanswered and unnoticed by Peter.

The second day Peter spent strolling around the upper Manhattan streets. He had listened to the voicemails and read the many texts Gwen had sent him. Seeing her name upon his phone screen created a painful, gut-wrenching feeling within him. He listened to her pleading words to call her back. The sentence upon the article that mentioned her ran through his mind. He paid notice to every newsstand rack he passed by. The Daily Bugle, a widely respected newspaper, was poised along the front of every rack. He scanned quickly through the newspaper. He found a short article that once again criticized Spider-Man's ability to protect the city. Feelings of anger once again burst through him.

"Hey, man. If you wanna read the whole thing, you're gonna have to buy it," the clerk told him from behind the counter.

Peter purchased the newspaper, fully knowing it would only bring him more feelings of worthlessness. He sat through the night reading the small article.

On the third day, Peter had yet to gain enough self-confidence in donning the Spider-Man suit. Gwen had not tried to contact him. Feeling suffocated within his room, even though he had cracked open a window, he decided to get out of the house once more to roam the streets of upper Manhattan. He paid no notice to the shredded pieces of newspaper that littered his bedroom floor. Although there were several people surrounding Peter as he pushed past them along the busy sidewalk, he still felt alone. Peter though that Spider-Man was someone that New York City could look up to, and cherish as their hero. Peter, every time he donned the suit, felt relevant.

_Without the suit, who am I?_ Peter asked himself, _I'm_ _irrelevant._

Passing by a corner store, he entered in hopes of quenching his newly arisen thirst. Waiting for the cashier to give him his change, Peter shot a quick glance towards the newspaper that lay stacked upon the counter. He purchased it. Continuing his long walk, he had come upon a park with an inviting bench that egged Peter to sit upon it. He opened the newspaper searching desperately for anything about him. Satisfied he found nothing, he was about to throw the newspaper when he caught glimpse of a small article advertising the hiring of interns at the Daily Bugle. Peter initially thought it a terrible idea to work for a newspaper that constantly criticized him, but he quickly changed his mind. Working would surely occupy much of his time along with Spider-Man when he mustered enough energy and confidence to resume his duties. Lack of free time meant no aching, painful silences that whispered discouraging words and horrible scenarios into Peter's mind. He would stop by the Daily Bugle offices once school started up, which was in two days.

Peter felt the vibration of his cell phone. Gwen was calling. Feeling the initial shock and worry of Gwen having been mentioned within the article slowly dispersing, he answered it.

"Hey," Peter said.

He heard a pause at the end of the line. Peter assumed it was from surprise that he had actually answered.

"I've been trying to get a hold of you for three days. I didn't know if you even made it home," Gwen argued through the other line.

Peter sighed.

"I should have called back. Are you at home?" he asked her.

A pause.

"Yes," Gwen answered.

"I'm coming over," Peter told her before disconnecting the call.

Twenty minutes later, had Peter not stopped to evaluate his thoughts he would have been there earlier but nonetheless, he arrived at Gwen's bedroom window. Of course not wearing the Spider-Man suit, Peter had to suffer through the multiple flights of stairs before he reached Gwen's window. He accomplished it almost tirelessly and effortlessly. It had begun sprinkling outside.

Gwen hastily opened the window.

"The glider and suit are from OsCorp. They were top secret items. They were still being developed with high weapon machinery until they were stolen. Only a few people knew about the break-in. They didn't want to cause alarm," she spoke with alarm.

Peter responded with silence. Gwen, unfazed by Peter's stiff posture, continued speaking. She began pacing around her bedroom.

"He stole them from OsCorp, but how? OsCorp is a highly secured building. It would be impossible."

"Stop," Peter spoke suddenly. He placed a shaking hand upon her window sill.

Gwen, having moved a few steps away, inched back towards him.

"What?" Gwen asked. Confusion arose within her.

"Did you see the newspaper from three days ago?" he asked.

Gwen immediately turned rigid. She tucked a strand of hair behind her ear.

"Yes," she told him.

Peter nodded.

"They mentioned you," Peter stated.

"I know," she told him. Gwen refused to meet Peter's glare. She ran a hand along her arm.

"This is serious, Gwen," Peter told her.

"Peter, it's a three day old article. A single reporter wanted a direct quote from me. That's hardly any damage," Gwen protested.

Peter shook his head. "It still doesn't – What? A quote? They came to your apartment?"

"Yes, but it doesn't matter. I didn't say anything. They left with nothing," Gwen told him.

"What if they had mentioned you by name? What if you had done more than push past the boundary and argue with a reporter? What if I had been yelling out in pain or knocked unconscious?" Peter asked her, clearly vexed by the situation.

"You were knocked unconscious. I was scared, Peter. I wasn't thinking," Gwen argued. She threw her hands up in desperation.

"You weren't thinking," Peter repeated.

He continued speaking with no hesitance. He ran a hand through his disheveled hair.

"It could have been much worse. Reporters could be knocking down your door right now asking you if you have any affiliation with me. Your name would be on the headline of every newspaper and tabloid in this damn city," Peter told her.

His words seemed almost slurred as he solely spoke what came to mind. He inhaled deeply, attempting to catch his breath.

"People cannot know that we have any sort of affiliation. You can't be involved with me, Gwen."

Hurt was visible upon Gwen's face, but she soon hid it with an emotion of annoyance. A strand of hair removed itself from behind her ear. It fell in front of her face, but she was too bothered to notice.

"You've said that more times than I can count."

Peter didn't know how to continue to move about the situation. He sat himself upon the edge of Gwen's window sill.

"I can't just let you be involved with me knowing what is capable of happening. I can't let anything happen to you, Gwen," he told her, "This –"

Peter paused.

Gwen stiffened quickly. Her eyes glazed over with anger.

"What? What were you going to say?" she asked.

Peter stood in silence. The rain continued pounding against the window behind him. Thunder rumbled off in the distance.

"Say it, Peter. Tell me more about that stupid promise. Tell me how you're going to leave me again. Walk away right now, but contradict yourself by telling me you wish it could be different," Gwen told him.

As Peter stared into her pained, tear-filled eyes, he tried to think only of the reason he was putting himself, as well the girl he loved, through so much pain. The image of Norman floating upon his glider over the building was permanently framed within Peter's mind. The Green Goblin was overlooking the entire commotion. He had seen Gwen battle against the tight hold of an officer, and he had seen her yelling at the young reporter defending Spider-Man. Norman could very well choose Gwen as his next victim to torture for the very well sake of it. Peter held on tight to this image. He tired to rationalize within his own mind that this was enough reason to cut ties once again with Gwen.

"I want to be with you," he told her.

Peter wanted nothing but to be with Gwen, but reality itself was pulling them both apart. It was upsetting to Peter that Gwen had yet to see his true intentions. He was only looking out for her safety.

It boggled Peter's mind that he felt so strongly for a girl. He had never imagined himself to be so involved with a girl as he was with Gwen. In the past, had Peter known he would date the girl he had fawned over since his freshman year, he would make absolutely sure to not be a boy who cared nothing for anyone but themselves in a relationship. He had witnessed such relationships at Midtown High School. The girl was always left with a broken heart and unanswered questions. To Peter's disappointment, he had become just that.

Gwen scoffed. "That's what you keep saying. It's starting to lose its credibility."

It took as much power as Peter could gather to not break down into a complete unfixable mess before Gwen. He struggled to keep his face empty of emotion.

_I'm no good for you, Gwen,_ Peter thought.

"This - this was a mistake," Peter said.

The words tasted vile as they escaped from him. Studying Gwen, Peter knew his words had done their purpose. He knew she deserved better than what he had put her through. His words, although a complete lie, would be the driving force for Gwen to rid herself of Peter Parker from her life. She could then resume her life as the well-educate, brilliant, gorgeous girl that had no knowledge of the existence of Peter Parker that he had grown so fond of.

Gwen lifted a clenched hand and pressed it against Peter's chest. Tears filled her eyes, threatening to spill.

Peter, careful not to hurt her, held her moving fists within his own hands. He was incredibly stronger than her. She attempted to remove his hands from hers.

"Leave," Gwen told him defiantly. Her words seemed force as though she was aching to say something entirely of a different nature. She released the hold on his shirt. She wiped her tears, yet the tear streaks were still visible upon her cheeks.

Peter's face held no emotion, but within his mind, words wishing to be said were thrown every which way.

_I'm so sorry, _Peter tried to tell her.

Peter felt an invisible, undeviating wall of tension suddenly spring between the two of them once again. Gwen shut the window angrily after he exited her bedroom. The rain hit hard against him. Gwen spared Peter a small look before shutting her blinds. He thought he saw traces of anger and hate, yet also love, and he wondered how that could be.


	13. Chapter 13

**Holla.**

**November 9th! Save the date! The Amazing Spider-Man out on DVD & Blue-Ray! You're welcome.**

**Disclaimer: I own nothing.**

* * *

The eerie eyes glared up at him expecting something. The mask knew just as well as he that such powers as the ones he possess should be shared with the world, whether it is by bettering it or helping it. He had selfishly been doing just the opposite. The unworn mask lay upon his floor, asking him to once again do something he believed he could never do again, at least for a short while longer. He believed he was right in abandoning his duties. He asked himself why it was his lone responsibility at all. He owed the people of New York City nothing, but his conscience once again spoke in opposition.

In anger, Peter threw the mask at the wall. It hit with a thud before falling swiftly into the trash can. He viciously kicked the trash can. It ricocheted off the wall, its content spilling upon his bedroom carpet. A slight dent was made upon the wall where the edge had hit. The tattered suit had also been thrown into Peter's trash can. Peter sat upon the edge of his bed. He placed both of his hands on either side of his head, his elbows upon his knees.

"Peter, are you alright?" Aunt May asked, her voice very clear. She seemed to be just outside his shut door.

He lifted his head. His eyes landed upon her perfectly shaped jaw line, then moved to her gleaming white grin. Her cheeks were slightly flushed. Her eyes Peter avoided because he knew they would only strike more grief into him. He quickly turned his gaze away from his desktop screensaver.

"I'm okay," he told Aunt May.

The door knob began twisting, but Aunt May couldn't budge the door open. It was locked.

"Peter, open the door," Aunt May told him sternly.

Her perfect, sleek blonde hair stood out to him from the corner of his eye. His eyes, before he could stop himself, landed upon her grinning face.

He recalled the day he took the picture. Clumsy, fumbling Peter Parker felt a small tingle within his stomach as the girl he had fawned over stared at him, although it was just through a camera lens.

"Do you mind if I see how it came out?" she had asked him, motioning towards his camera. He racked his mind for words to say. He hadn't noticed what an idiot he looked like all the while he just stood gaping at her.

"Yes," he finally replied to her, "No. I mean – go ahead."

The sound of her soft giggle warmed him. Her soft smile distracted Peter. She took the camera from him, brushing her fingertips against his for the smallest fraction of a second. She may have had not noticed, but Peter had. He grinned like a fool.

"Horrible," she muttered almost inaudibly.

"What?" Peter asked. He knit his eyebrows together. Gwen handed him the camera.

"No! You're picture is great. It's just that I look – well, not so great," she said. Peter simply shrugged in response.

"I think you look – you look great," he had told her. He thought he had seen her cheeks turn just the slightest shade of crimson.

Peter, quickly coming out of his thoughts, shut off his computer. An uneasy feeling arose within Peter's stomach. It felt like the vicious fluttering of numerous butterflies' wings against his insides. It wasn't pleasant in the least. He held onto the edge of his desk.

"Peter?" Aunt May asked from the hallway.

"Please go away," Peter told his aunt.

"Peter," she warily said.

The green color of her eyes, flashing white of her teeth, and blonde color of her hair were the colors that popped into his mind as he shut his eyes. Her very clear, sharp image of her crying eyes appeared.

"_Please_," Peter begged his Aunt May, his emotions once again taking control over him, "Please _go away_."

A few moments passed in complete silence.

"You better hurry if you want to get to school on time," Aunt May told him.

He wished to avoid school for as long as he could, but he'd rather be pained for an entire day of being so near to her than stay at home feeling so completely alone. With a slow sluggishness he made sure of, he arrived at school soon enough to his displeasure.

He knew he couldn't avoid Gwen for as long as he liked, at least until he was capable of seeing her without feeling the gut-wrenching reaction that he knew he would. He thought once again of how far he had come since the day he had taken the picture of her for the yearbook. He had achieved what he thought he never would in having an actual conversation with Gwen Stacy. He had also had dinner with her family, and he had even kissed her. She was his girlfriend. He managed to ruin that all quickly enough.

Turning the hallway corner, a football flew towards him at immense speed. His amazing reflexes took over.

A familiar face let out a laugh. Her red hair fell just below her shoulders. She wore a loose, white t-shirt paired with dark skinny jeans and white converse.

"Sorry about that. I keep telling Flash he should stick with basketball," she said to Peter. She took the football from his hands.

"Parker, nice catch," Flash yelled out from a dozen feet away. The girl handed Flash the football once he approached.

"Parker?" she asked. She crossed her arms around her textbook.

Peter nodded soundlessly. He held on tightly to his skateboard. He suddenly felt very awkward.

"Well, it's my – I'm Peter Parker," he said sheepishly.

She nodded before handing Flash her textbook.

"Hold this," she told Flash.

She rummaged through her bag for something. She held out the latest Daily Bugle newspaper.

"Read this," she told Peter while handing the newspaper over. She pointed to an article. Flash simply rolled his eyes.

"For the last time MJ, your article was great," Flash persisted. MJ shook her head.

"You said it was just _okay _when you first read it," MJ told him.

"That's because I don't appreciate you hating on my main man," Flash responded. MJ laughed. Peter stood there feeling as though he was intruding.

"Spider-Man is not your main man," MJ said to Flash.

"Says you," Flash huffed.

Peter recognized MJ as the reporter from the building incident. She was the one who had created a confrontation with Gwen, and she was also no doubt the one who had written the many articles criticizing Spider-Man. He had no idea she came to Midtown, but she had looked familiar the first time he saw her. Peter wondered if she had ever noticed him.

"I need the opinion of a complete stranger. Don't go easy on me, Peter," MJ said.

MJ stared expectantly at Peter. Little did MJ know that Peter had spent his entire break reading, memorizing, and hurting over the words she had previously published. He begged for some distraction to prevent the reading of her latest article. He couldn't bear it. He wouldn't allow himself to read it.

Peter felt the blood rush to his head. His palms immediately became clammy.

Peter fidgeted. "I uh –"

To his joy, Mr. Delaney holding his usual, which was a mug of coffee in his hand and the daily newspaper just under his arm, approached the three.

"No football in the hallway, Thompson," he told Flash sternly.

Flash swiftly moved his hand behind him to conceal the football. The teacher and three students stood awkwardly in the middle of the hallway as the rest of the students of the school bustled by them.

"Got it, Mr. Delaney," Flash replied.

Mr. Delaney raised an accusing finger.

"Stay out of trouble," he said.

Flash grinned mischievously.

"I don't look for trouble," he said, adding a dramatized shrug.

"It finds you?" Mr. Delaney asked with a tone of sarcasm.

MJ grinned widely.

"Exactly," Flash told Mr. Delaney.

Mr. Delaney took a sip from his mug.

"I'm going to miss you, Mr. Thompson," he said.

"Mr. Delaney, haven't you heard? You get me for another year," Flash told him.

Mr. Delaney simply responded with an eye roll.

"Funny," he remarked.

"Ms. Watson, Mr. Parker," Mr. Delaney addressed before retreating away from the group.

Flash held the football out to Peter.

"You should seriously think about joining the football team, Parker," Flash told him.

"As long as he doesn't play like you," MJ said.

"You're so funny, MJ," Flash told her with extreme sarcasm in his voice.

"I need to get going. I'll see you later," MJ told Flash. She took the newspaper from Peter's hands. Peter was grateful. He thought he would have torn the newspaper in half had he held it any longer. He had dangerously spared the article one glance. The title, "Spider-Man Gives Up On N.Y.C.", was enough to make him feel completely saddened once again. Peter assumed it spoke of how Spider-Man hasn't made an appearance in quite a few days.

"Nice meeting you, Parker," she told Peter with a sly smile. He nodded in return.

The day dragged on slowly. Peter spent every moment in the hallways searching for the familiar blonde head that he was dreading to see. He made sure to scan the hallways he went through carefully, and he ducked around the nearest corner if he saw her. His heart pounded against his chest. Even if he was on such bad terms with Gwen, he couldn't deny how great a feeling it was when he saw just the smallest glimpse of her. The pounding of his heart in his chest was great.

In biology class, Harry was sound asleep at their usual lab table. He was jerked awake when Peter slid out the stool next to him from beneath the table. Harry propped an elbow against the table with his hand on his head. He stared at Peter.

"Hey, Peter. How are you? You're good? Really? That's great. Oh, me? I'm doing fine. Thanks for asking," Harry said.

"I've just been busy," Peter responded.

Harry eyed him suspiciously.

"You look good," Harry said, "You don't look tired. You're not all beat up."

Peter nodded. "My aunt – she got me sleeping pills, and I've been grounded so there's no way I can get out of the house."

"That means no more fight club then?" Harry asked him.

Peter chuckled.

"At least not for now," he told Harry.

At lunch, Peter entered the cafeteria searching for a familiar face. He had realized the more quiet time he had, the more time he spent plaguing his mind with thoughts of her. For this very reason, Peter had chosen to stop by the Daily Bugle after school in regards to the advertisement about the hiring of interns. He needed to take up as much quiet, spare time he had. Spotting Harry, he quickly made his way to sit next to him at a table.

He sat there in silence, listening to the many adventures Harry had while on break. When Harry asked him what he had done, Peter told him he had simply relaxed and spent time with his aunt. Harry nodded.

Harry changed the subject, moving on to circulating rumors about Danny O'Leary and Kaitlin Mack having possibly hooked up even though Danny is dating Marissa. Peter found it hard to keep track of the details of the event, so he chose to drone out Harry's voice. As Harry's voice became distant, Peter spotted another familiar face enter the cafeteria with an unfamiliar face. Gwen stood at the entrance scanning the cafeteria along with a boy who Peter had never seen before. The boy was tall, lean, and handsome. His hair was short and a dirty blonde color. An unsettling, queasy feeling bubbled at the bottom of Peter's stomach.

"Peter? What's wrong?" Harry asked him.

Peter eyed the two. Gwen led them to a table where she set up to work on an assignment. The boy, Peter noticed, never released his gaze from her. He spoke to her all the while grinning like a complete fool. She simply nodded in response to the boy and continued doing her work throughout lunch.

"Nothing," Peter told Harry, "It's nothing."

He desperately hoped he was right.

Peter had contemplated going to English class. He stood a far distance down the hallway from the classroom searching for the face he knew would soon appear. When she turned the corner, she stopped right outside the entrance. Peter eyed her suspiciously. Her teeth bit forcefully upon her lower lip. It looked as though she was contemplating entering the classroom or not. Peter watched after her in awe, her blonde hair swinging gracefully behind her, when she disappeared around the corner in which she came.

The remainder of the day had gone by painfully slow. Peter wished to go home, heat himself up a plate of cold pizza, and go to bed.

At the end of the day, he was unable to open his locker. Had he been quicker, he would have been able to avoid Gwen completely. He was there a few moments later than he wished when he successfully opened his locker. She stood across the hallway from him at her own locker, once again with the same company from lunch. He stood there holding her locker open as she stacked her books inside. She turned her head the slightest to look behind her. Peter quickly turned away.

He shut his locker, but was thrown aback when Gwen appeared there next to him with a neatly folded suit in her hands.

"You left this," she murmured. She avoided his eyes.

The boy stood across the hallway waiting patiently. He twiddled with the numbered lock upon Gwen's locker.

Peter recognized the suit as the one he had changed out of when he had dinner at her house just before the building incident.

"Thanks," Peter told her. She nodded.

She turned with no more words said, and met the boy back at her locker. They continued down the hallway where Peter watched them until they disappeared among the sea of students.

An hour and a half later, he came upon the Daily Bugle offices. He entered the building absentmindedly. He thought of the look upon Gwen's face as she handed him the suit, how it spared Peter no emotion whatsoever. It lacked any sign of love, or even hate, and that was what frightened Peter. She cared nothing for him anymore, but wasn't that what he had wanted?

The only sound heard within the large room was the furious typing fingers of many grown adults seated at their desks. A few voices could be heard arguing a mere distance away. The room was decorated to taste with select newspaper articles upon the wall. Peter stood dumbfounded. A woman, who seemed to be in her mid-30's, approached him.

"Can I help you?" she asked. Peter nodded.

"I'm Peter Parker. I'm – I was wondering who to speak to about becoming an intern here," he told her. He held tightly onto the portfolio in his hands. It held pictures he had taken in Manhattan over break which he hoped captured the New York City lifestyle well. It also contained a few pictures he had taken of himself in the Spider-Man suit a month back. He hoped they would increase his chances of being hired. He was in no danger of having possession of these photos for he could have had his camera ready for the perfect moment when Spider-Man just happened to swing past.

"Peter Parker, welcome to the Daily Bugle. I'm afraid you need to speak to Mr. Jameson. He's right through there. Good luck," the woman told him. She pointed to a glass office with blinds.

He hesitated before knocking upon the glass door. He felt awkward.

"Come in," a loud, booming voice spoke from within.

Peter entered the room, immediately being hit by the wretched smell of cigars.

"Mr. Jameson?" Peter asked.

A grey-haired man sat behind a desk which was filled with countless papers. The man held a cigar in his hand, leaning far back in his chair. He wore a pressed grey suit that fit nicely along with a purple tie and grey suspenders.

"Get out," he told Peter.

Peter fumbled for words. "Sir, I –"

"Who are you?" Mr. Jameson asked him. Peter cleared his throat.

"Peter Parker," he responded.

Mr. Jameson let out a puff of smoke.

"Catchy name," Mr. Jameson remarked.

"I – I would really love to be an intern here, sir," Peter told him.

"A lot of people would. What makes you different?" Mr. Jameson asked. He picked up a paper, eyed it skeptically, drew a big red slash through it, and threw it upon a particularly large stack of papers.

"Here are some recent photographs I've taken," Peter told him, handing his portfolio over to Mr. Jameson.

Mr. Jameson opened the portfolio. He glanced inside, picking through the photographs. He pulled out only the ones which framed Spider-Man perfectly.

"These are fake," Mr. Jameson muttered while flipping through the photographs, "They're all fake."

"They're real," Peter responded.

Mr. Jameson slipped the photographs back into the portfolio.

"I'll give you seventy-five dollars for the entire portfolio. Get out," Mr. Jameson told Peter.

"I really want to work here, sir," Peter said.

"Fine. I'll give you two hundred," Mr. Jameson told him.

"I need this, Mr. Jameson," Peter said.

"You'll be working with Mary Jane Watson. She'll be going down to OsCorp tomorrow to interview Norman Osborn. If you're pictures are less than satisfactory, you're out of here," Mr. Jameson said.

"Thank you," Peter told Mr. Jameson.

"I'm going to run these photographs for the next piece on Spider-Man. I'd like more of these if possible. Whatever it takes, Philip," Mr. Jameson said, letting out a puff of smoke.

"What about the money?" Peter asked.

Mr. Jameson waited a moment as if in deep thought before lifting the cigar to his lips once more.

"I gave you a job, didn't I? Get out, Pedro," Mr. Jameson said.


	14. Chapter 14

Peter sat silently before his best friend inside of the pizza restaurant which was a mere block away from Midtown. They both had decided to escape the crowded, stuffy cafeteria for lunch. Harry sat opposite Peter in a booth within the dingy restaurant. Peter watched in amazement at Harry as he gobbled down his fifth slice of pizza. Peter felt his stomach ready to burst after consuming his third slice.

He took a sip from his soda.

"I know this is a long shot, but my friend is throwing a huge party tomorrow night. All I'm asking is that you consider it," Harry said, his mouth still in the process of chewing his fifth slice of pizza.

Peter set down his soda.

"Maybe," Peter sighed.

Harry sat with his mouth agape. He was clearly taken aback.

"That's better than the usual answer I get from you," Harry continued, "I can't believe you've never been to a house party. That just about makes me want to disown you as a friend."

Peter uttered a small chuckle before moving his gaze to the head of blonde hair that just entered through the entrance to the restaurant. His heart began to thump against his chest. He followed her every move. It wasn't until the woman turned around and Peter realized it wasn't who he wished did his heart beat cease to relax.

"Are you feeling okay?" Harry asked.

"I'm – I've been better," Peter replied, swallowing a small piece of bread that he tore off from the larger portion upon their table.

"I'll pay tip," Harry said.

"We can split it," Peter offered immediately.

"I've got you," Harry insisted, holding up his wallet as if to prove a point.

"_Every day for as long as I can remember my father has lived every morning and he's put a badge on his chest and strapped a gun to his hip, and every day for as long as I can remember I haven't known if he was going to make it home," Gwen said just above a whisper. _

_Peter eyed the girl before him who looked so delicate and fragile. He held her face firmly, but carefully, within his owns hands and traced circles along her jaw line comfortingly. Gwen sat before the injured Peter with tear-filled eyes. He had never seen her so weak, scared and vulnerable. His wounds hurt immensely, but somehow in the situation of the beautiful, confident Gwen Stacy he had come to know now crying before him caused him more pain._

"_I've got you," Peter murmured. He nodded reassuringly._

"_I've got you."_

_She lifted her hand to wrap it firmly around Peter's wrist as if Peter was her anchor to the unsteady boat that was her life. He held on to her just the same._

"We better get going," Harry told Peter.

Peter nodded, throwing aside the image and thoughts of Gwen. She still lurked at the most remote corners of his mind, but Peter knew he would never be able to rid himself of all things Gwen Stacy. Perhaps it wasn't that he couldn't, but because he didn't wish to.

Harry nonchalantly slipped a twenty dollar bill beneath his drink as a very generous tip to the waiter.

The walk back to Midtown High School went by surprisingly fast, but Peter still wished he had brought his skateboard. Peter then realized it would have been no use, for Harry lacked ownership of a skateboard at all. The high school was soon in sight. Cars whizzed past along the street, and venders yelled at the both of them advertising their booths and shops.

Peter's eyes landed upon a store window which was plastered with the latest Daily Bugle newspaper. "Crime up 43% in the Last Week," it read in large bolded black print. To Peter's surprise, his own photo of Spider-Man appeared next to the title. His name appeared below the photo in tiny black letters crediting him. Peter eyed it quickly before turning his gaze away. He tried his best to keep his thoughts from lingering on the article or the guilt he had been keeping at bay all of the previous night and that morning would soon creep upon him. Peter quickly caught up with Harry who had walked a few paces ahead.

* * *

Peter eyed her for the entire class period. Her delicate features, her shiny hair, and flush cheeks were enough to almost send him screaming and into the hallway. His knuckles began to become a noticeable white while clutching the edge of the desk tightly. He no longer sat behind her; he had decided the whispers that egged him on to break the barrier between the both of them were too strong to handle.

"Why weren't you at lunch?" Daniela, Gwen's best friend, asked her. Her voice was just above a whisper. No matter how desperately Peter wished to drown out their voices, his overly acute senses chose to do otherwise.

Gwen, Peter noticed, shot him a brief glance from the corner of her eye.

"I just – I needed – my friend invited me to eat off campus today," Gwen murmured.

"Who?"

"Marcus Fisher," Gwen whispered, visibly hesitant to.

Peter bit forcefully down upon his lip. He was sure he broke skin.

The lecture Mrs. Harper was right in the middle of giving was of his least concerns. Peter wanted to scream, to throw a fit, or to even hire a parade of trapeze artists and put on a delightful show of fireworks to capture the attention of Gwen Stacy who was seemingly only interested in her pencil. No matter how much he wished to deny it, the fact that Gwen showed the least interest in him hurt Peter tremendously. Was he not worth the worry, pain, or heartbreak anymore?

_You need to stay away, Peter. Stay – away_, he told himself.

"Does anyone have any idea who invented the paperback book? Anyone?" Mrs. Harper asked the soundless, half-asleep students who eyed the clock attentively.

"Charles Dickens," Peter responded.

"That's right, Mr. Parker," Mrs. Harper said.

"_Easy, Bug Boy," she whispered in an out of character seductive tone._

"_What'd you call me?" he chuckled. He felt the warmth of her body so close, yet too far. He yearned to feel her warm lips against his as he already knew all too well just how absolutely amazing her kisses felt. They were soft and inviting and aggressive, but never too demanding. They were –_

The bell, signaling the end of the period, rang shrilly completely disrupting his memories and thoughts of Gwen.

"Mr. Parker, may I have a word?" Mrs. Harper asked as she hovered over him. Clearly he had dozed off.

As the other students filling the classroom rushed out of the door, Peter followed Mrs. Harper up to her desk.

"I've seen such an improvement this past week in your assignments. I know it really is none of my business, but whatever you've been doing to – Just keep it up, Mr. Parker," Mrs. Harper said.

"I will," Peter responded.

He turned swiftly, never noticing the blonde head that was speeding towards the door. He waited to hear the _thunk_! of her textbooks hit the ground, but the sound never came. Before he was aware of what exactly had just happened, he was standing straight with Gwen's three books wrapped firmly in his arms. He stared down at them. Advanced Calculus, he read.

Peter desperately hoped the other few students still in the classroom paid no notice to his lightning fast reflexes. They went by unfazed by the awkward tension clouding the atmosphere as they pushed past Gwen and Peter. Peter held out her textbooks staring directly into the orbs. of beautiful green that were Gwen Stacy's eyes. She looked as though she wanted to say something.

"It'll be good for you – without me in your life, but I don't want that. I want you. It's so selfish of me to put you at risk, but it's stupid what we're doing," Peter could imagine himself saying. The words were at the tip of his tongue. He asked himself if possibly the two of them could ever reach that beautiful, innocent feeling of first love again. Perhaps they had jumped into the whirling sea, and were too far from shore to reach such a peaceful place again.

"Sorry," Peter uttered finally. His apology was meant for more than bumping into her and almost dropping her things.

Gwen nodded before pushing past him to get through the doorway into the swirling commotion of students.

* * *

The entire subway ride was humid, stuffy, and crowded with people. Peter, not entirely too fond of strangers, remained in the far corner of the subway car making sure he didn't look too inviting.

He dreaded the gut wrenching feeling he would feel as soon as he stepped inside the large building. He dreaded to see Dr. Osborn, yet he dreaded to see Gwen even more so.

Once he arrived at OsCorp, he took a moment to prepare himself before entering. He caught sight of MJ in the lobby fiddling with a notebook that she held in her hands. She looked up at the entrance to see Peter toying nervously with his jacket just outside the lobby doors. MJ motioned for him to come quickly.

"Are you ready?" she asked him. Peter threw the strap of his camera around his neck.

"No," he muttered.

"Relax, Peter," Mary Jane said.

"I'm – I'm not asking any questions, right?" Peter asked. His eyes darted back and forth around the lobby.

"You just take the pictures," MJ told him. She rested a hand on his shoulder and gave him a reassuring smile.

"Hello. Welcome to OsCorp. My name is Marcus Fisher, and I'll be escorting you to Dr. Osborn's office. It's rather difficult to find it if you don't know your way around," a young, blonde headed boy told them.

MJ and Marcus exchanged greetings in which MJ told him that he looked familiar. Peter realized quickly that this was the exact boy that had been following Gwen around the day before like a lost puppy. His insides turned.

"We both go to Midtown," he said in a too cheerful tone that Peter grimaced at. Peter and Marcus only exchanged an awkward handshake.

Marcus led them through the halls of OsCorp until they reached an open facility full of numerous people walking around in lab coats.

Peter relaxed his face, barely realizing that he had been staring at Marcus with a glare of dislike since the moment he had approached them. Peter looked at MJ, who was taking notes and whispering into a recorder.

For show, Peter lifted his camera as though he was ready to take a shot. Peter's eyes scanned the testing lab they had entered for the face that would turn his insides even more. He didn't see her.

"Can you take over the testing floor while I escort some visitors to see Dr. Osborn?" Marcus asked another boy that was seated at a lab table. He had dark skin and hair that made his emerald green eyes stand out.

Peter wondered why he had never noticed that so many good looking, very smart boys who were more deserving of Gwen worked at OsCorp.

"Sure," the boy responded.

MJ and Peter wordlessly followed Marcus through a few more doors that involved a different pass code for each. After earning a stern glare from Mary Jane, Peter began to take a few more photos. He tried to do the best he could, but his focus wasn't set on taking perfect photographs.

Marcus knocked on a door with a silver name plate that read "Dr. Norman Osborn." Peter was practically shaking with anticipation.

"Come in," a stern voice said from just behind the door. Peter could make out the sound of paperwork being shuffled frantically.

Marcus swung the door open for the both of them to walk through. To Peter's joy, he retreated down the hallway.

Norman was slipping a few papers inside a cabinet.

"Dr. Osborn, my name is Mary Jane Watson. I'm from the Daily Bugle," MJ said with a tone of pure confidence that almost intimidated Peter. He wasn't even the one asking the questions and he knew it would take many more interviews like this to become comfortable just taking photographs.

"Yes. Please sit," Norman responded.

He turned with his hand fully extended. Norman's eyes immediately found Peter's.

"Peter?" Norman questioned. Peter stood straight with as much confidence as he could muster and began searching for any clues as to why the Norman hadn't made an appearance as the Goblin for days. For one thing, Norman looked sick. So sick that Peter was sure Aunt May would have gotten him admitted into a specialized hospital out of the country had he looked that bad.

"Dr. Osborn, how are you?"

The realization struck Peter like a bolt of lightning. Gwen had told him that the serum would slowly begin to take over the nervous system and overpower the heart. It was starting.

"I've been better," Norman answered.

"Please sit."

An uncomfortable silence came over the room.

"You work for the Daily Bugle?" Norman asked.

Peter cleared his throat. He wrapped his clammy hand around the back of his neck.

"It's just an internship."

To his surprise, he heard MJ's voice speak next. He was sure it was only because she was feeling a bit jealous that her idol was paying only him any attention.

"He's an amazing photographer. His first print was in this morning's paper," she said.

Peter would have been smug in most situations, but the fact that the photo that ran that morning was an unusually perfect picture of Spider-Man made him queasy. If Norman were to see it, he wouldn't become suspicious. Right? Any amateur photographer could happen to get a lucky shot of Spider-Man, and Norman could even think they were fake just like Mr. Jameson.

"Since you mentioned it, I picked up a copy this morning on my way to work," Norman said, as he pulled open a drawer inside his desk.

Peter shifted in his seat. He felt as though a whole year had passed in a minute.

Norman's eyes, Peter assumed, landed immediately on the large photo of Spider-Man. It seemed that Norman had overlooked Peter's name that was just under it. He lifted his beady eyes to meet Peter's.

"These are quite good."

_Should I quit the Daily Bugle?_ _Tell Jonah to find someone else to take the photos?_ Peter pondered.

_No. Taking photos of Spider-Man doesn't mean anything. Definitely reading too much into it._

"Thank you," Peter told him.

Norman looked once more at the paper, and he set it down before him.

"Well, we must keep this interview under thirty minutes. I'll need to be going down to the testing lab soon."

MJ nudged Peter. He took a picture of a grinning Norman seated at his desk.

"What is the work ethic here at OsCorp?" she asked.

"We work to discover. We work for knowledge of the unknown and known."

MJ eagerly began to write upon her notebook.

"What notions are you taking to make sure OsCorp remains as one of the top science facilities in New York?"

It was at that moment that Peter began to drone out the rest of the conversation. He focused merely on the little ticks and actions of Norman Osborn and sometimes he thought of Gwen. Peter rarely lifted his camera to take a photo.

"Peter," MJ's voice rang clear in his head.

Peter looked at MJ who was standing with Dr. Osborn, posing for a picture. The interview was over. He quickly took a shot.

"Thank you, Dr. Osborn," MJ said.

"Excuse me for having to cut this so short," Norman apologized.

Norman followed them out of the office into the hallway.

"Ms. Watson, Mr. Parker," Norman addressed before retreating down the hallway.

Once Peter was sure Norman was far enough, he turned to MJ.

"MJ, I'm going to stick around for a bit just to get a few more shots."

She nodded.

"I'll be down on the first level interviewing some staff."

Peter immediately began to speed walk down the empty carpeted hall until he reached the end. Thankful for the glass walls of the testing floor, he could see Norman at the end of the vacated room. He was swaying on his feet waiting for something. Peter grimaced at how pale and frail he looked.

The machine he was standing near soon spoke with a loud, feminine voice.

"Serum complete."

Norman removed the capsule filled with the familiar green serum from the machine, and began to make his way back through the way he came which meant Peter needed to find a place to hide.

Quickly.

Peter panicked, and silently cursed the glass walls he once praised. It was as though his instincts knew he was in danger, and they acted quickly. Peter found himself staring down at the carpeted floor he was once on. He hung on to the surface of the ceiling with only his fingertips and feet. He heard Norman's quiet footsteps approaching. His heart beat – _thud, thud, thud_ – against his chest.

Peter could only see the top of Norman's head. He felt beads of sweat begin to collect at his hairline. He was almost in the clear before Norman unexpectedly lifted his hand to clutch onto his shirt. He stumbled back. He was getting worse.

Norman balanced himself by holding onto the wall, and he soon trotted down the hallway back into his office. Peter heard the lock slide into place immediately.

The answers fit into his questions like a puzzle piece. Norman hadn't been making any appearances, just like Spider-Man, because he hadn't been able to get his hands on more serum. Peter also realized that now that Norman has the serum he needs, he will come back stronger.

Although he wished he didn't have to, Peter knew it was time to wear the Spider-Man suit. Just to take extra precaution.

Ready to release himself from the ceiling, he stopped short when he heard soft footsteps coming from around the hallway corner just behind him. He froze.

His heart beat even more so when he saw a blonde head of hair pass just underneath him. He quickly released himself from the ceiling, and fell to the ground with a small _thud_!

He lifted himself from the ground, and he straightened out his clothing. When he looked straight ahead, he was greeted by the accusing face of Gwen Stacy.

"What are you doing?" Gwen asks him.

"I'm here to take photos for an article on OsCorp," Peter told her, lifting his camera as though to prove a point.

Silence.

"And you were on the ceiling because?"

"Better shot," he answered.

He could practically hear a penny drop from around the corner.

"You have a job?" Gwen asked.

"Sort of."

Peter could tell she wanted to ask more, but she chose to settle with a short answer.

"Oh."

Peter tucked a thumb underneath his camera strap, which was now hung over his shoulder.

"Do you hate me?"

He didn't know why he had asked it, but it just came out. It drove him crazy how her face no longer showed any emotion when she spoke to him. Her hating him was clearly a better thing in his opinion than her not caring at all for him.

He could see, just behind her eyes, a war going on inside of her as she was deciding on what to say.

"No."

Was that good?

Peter hesitantly stepped forward. Immediately, the air filled with tension and lust on Peter's part. He hoped Gwen still felt something for him. _Anything. _He just needed her to show him some kind of emotion.

She began to step backward until she was pressed against the wall. Peter inched forward until their lips were only a few inches apart.

He shouldn't have been licking his lips in anticipation because it would only bring more heartbreak to their tender situation. He certainly knew that Gwen shouldn't have been biting her lip the way she was because he knew he would have to tell her once more that he couldn't be with her. He knew what he was doing was wrong, but it felt so right.

Gwen looked away from his lips.

"We can't keep doing this. Not anymore."

Peter took a step back and ran a hand through his wild hair. The lust in the air dispersed.

"I'm sorry," he sighed.

What Gwen said next made Peter stumble for words.

"I'm – I'm with Marcus now," Gwen said, her eyes once more the emotionless pit Peter despised.

"What – what does that mean?"

Gwen tucked a loose strand of hair just behind her ear.

Of course they were together, Peter realized. The way Marcus looked at Gwen should have told him so. Peter's insides twisted into a knot. Marcus was the perfect boy for a girl like Gwen Stacy. He had goals, and he worked at OsCorp. He was someone that Gwen's mother would be proud of. She would love him because he probably had applied for colleges such as Yale or Harvard, and not just NYU.

"We're talking," Gwen murmured.

"He's your boyfriend," Peter scoffed.

"I don't have to tell you anything."

Peter shook his head.

"I wish it wasn't like this," he said, which earned him an eye roll from Gwen.

"Good luck with your article," she said.

He watched her hair sway behind her, and he could feel himself ready to burst with anger or sadness. He couldn't decide which.

Gwen Stacy haunted him every waking moment from then until he laid his head to sleep once he got home. He wished for something to distract him, to save him from his own mind. He scoffed at how Gwen Stacy was surely spending her night wrapped in the comforting, more fitting arms of Marcus Fisher. Peter found it absurd how this mere thought sent him running to his bathroom, almost spitting out his dinner. He chuckled at his own weakness. He was Spider-Man, and he couldn't even defeat a broken heart.

* * *

**You guys I am so excited about who they cast for Harry Osborn in the sequel. I absolutely LOVE him. He is perfect for the role! **

**I'n a bit iffy about Shailene Woodley as MJ. It's only because I have a preference for Gwen better haha!**

**Disclaimer: I don't own anything you have just read.**


	15. Chapter 15

Peter watched the pair travel down the hallway together with a pained look on his face. He was sure that the people around him thought he was just about ready to vomit, which he was. They stopped at her locker, and she opened it up to put her textbook away. Peter's entire focus was on them.

"Please go tonight," Marcus said.

Peter could see Marcus inching his way closer to Gwen, and Peter almost defensively threw himself between them. Anything he could do to keep Marcus Fisher's too good hands off of Gwen.

"I don't know, Marcus," Gwen told him, shaking her head.

Peter even found disgust in the way his name rolled off her tongue. Jealousy swelled up inside him.

"It's not exactly my thing either, Gwen."

"I have a curfew," Gwen said abruptly, shutting her locker.

Peter smirked at her words. He hadn't remembered Gwen ever mentioning to him that she had a curfew. He almost laughed out loud.

Peter watched Marcus entwine his fingers with Gwen's. Peter could imagine the warmth and comfort Marcus felt as he held her hand because he had once been in that very position. He ached to be there just once more.

Peter was too in thought as he raced down the hallway away from the couple that he hadn't noticed Gwen uncomfortably taking her hand out from Marcus's hold. He didn't stop walking until he reached his next class, and even then, the image of the couple burned brightly in his mind. He wished for anything to distract him from his own thoughts, and he realized that a party would do just that. He just needed to find Harry.

"I'm swamped in homework, and I still need to finish these two articles," a frustrated MJ said as she leaned across the small coffee table that she shared with Peter.

They sat in an enclosed space at a coffee shop that was a few blocks away from the Daily Bugle offices. MJ was busy working on yet another article on Spider-Man and another on OsCorp which Peter was a part of. MJ typed furiously on her laptop. Peter thought of Gwen and Marcus and how stupid he had been when he told Harry on an impulse he would go to the party that night.

Peter took a sip from his soda.

"Well, we're almost done with the OsCorp article, aren't we?"

MJ nodded. "Thank goodness for that. I need to focus my entire attention on this Spider-Man article. Mr. Jameson hasn't been disappointed in my work yet and I plan to keep it that way."

MJ then continued to work in silence on her laptop as Peter began to sort through the photos she had printed out for the article on OsCorp. He hadn't decided yet which to use. It wasn't much help either that his photos of Spider-Man were also scattered around the table for use in MJ's newest article. He thought of what Norman was thinking when he had found out Peter took the photos of Spider-Man. Nothing at all, hopefully.

Peter watched the few people inside the coffee house. Some were seated at the sofas, having a quiet conversation. Others were also glued to their computers, just as MJ was.

"I wasn't exaggerating yesterday to Dr. Osborn. It's amazing how great your pictures of Spider-Man are," MJ told him, her eyes still not looking up to meet his.

"Yeah," Peter said, sucking in a breath of fresh air.

MJ once more zoned out of their conversation as she typed furiously for a few more seconds.

"How do you get such great shots?" she finally asked, lifting her mug to her lips. "It's like you know exactly where to get the perfect shot. You either spend all your time stalking Spider-Man or you guys are just really close and he lets you take these shots as a favor."

Peter choked on his soda. "That's not very, uh – realistic, MJ."

He unzipped his jacket, thinking it had gotten a bit warm in the coffee house. Or was it his imagination?

"I know," MJ sighed. "That'd be cool though. Knowing Spider-Man's identity!"

He imagined how MJ would react if he told her at that moment that she was having coffee with Spider-Man or that he was her co-worker. He chuckled at the thought.

MJ lowered her computer screen to look at what lay on the coffee table before her. She pointed at the array of Spider-Man pictures.

"These are old shots, right?"

Peter knitted his eyebrows together. He recalled when he had taken each photo perfectly. He had just shot them less than a week ago.

"Why would they be?" Peter questioned.

"Well, he hasn't made an appearance in forever," MJ calmly stated. "Okay. I'm exaggerating. It hasn't been forever, but it feels like it."

Peter mentally slapped himself.

"Oh. Right! Yeah. These are old. Some of the ones I took a while back that I haven't given to Jameson."

His insides relaxed a bit when it seemed that MJ took his cover up well.

"I hope he comes back," she said after a few moments of more typing.

Peter could hear every sound made inside the coffee house. He heard the tapping of the waiter's foot behind the counter as he waited for the coffee pot to warm, and he heard the quiet conversation two people were having in the back corner of the room. Soon enough, he heard a cough that belonged to MJ as she tried to regain his attention.

"Sorry," Peter nervously apologized. He took a sip of his soda. "But you're always trashing on him though."

MJ shrugged as she began to pick up her half eaten donut that she left unattended to as soon as she opened up her laptop earlier when they arrived.

"Jameson is a crazy nut who believes Spider-Man is a menace. If I controlled what went out in the Daily Bugle, Spider-Man would be made out as a hero," MJ said. "Jameson can't deny that this city needs Spider-Man. Especially with that psycho green guy."

"The Green Goblin," Peter murmured.

Peter suddenly became very aware of the tight suit that he wore just underneath his clothes. When he had put it in for the first time in a while that morning it felt completely uncomfortable. He had realized – just as MJ had – that Spider-Man was needed. MJ's words made Peter feel a bit more comfortable in the suit. He was needed, and he would make sure to not let the city down again.

"Yeah. That guy," MJ said, waving her donut in the air.

For once in what felt like a long time, Peter felt good in his suit. He held on to the idea that there were more people like Mary Jane Watson who believed in Spider-Man. He just needed to believe in himself.

Forty minutes later, all the papers that lay over the small table were put away and so was MJ's laptop. The pair simply sat there, conversing for a while as MJ finished the last of her espresso.

"I heard that you're going to a party tonight."

"I guess I am," Peter chuckled. "How do you know that?"

"Flash," MJ stated, as though it was common sense.

Peter shook his head.

"How would Flash know?"

A small second of silence spent wondering.

"Harry," MJ and Peter both said in unison.

MJ grinned, almost too enthusiastically it seemed to Peter. He still smiled back, no matter.

"Well, Peter, this past hour and a half has been productive and fun."

"Couldn't agree more," Peter said.

They exited the coffee shop together, and they paused just outside the door. It was nearly six o'clock, and extremely cloudy and chilly outside.

"See you tomorrow, Peter," MJ said as she hugged Peter good-bye. She then disappeared just around the corner of the building.

Peter skateboarded his way home where he would spend what was rest of his night nervously anticipating his first house party. He would also face an interrogation from Aunt May, of course. What kind of guardian would she be if she hadn't?

"Where will this party be?"

"No parents? Are you sure you want to go, Peter?"

"Be careful. I know you're very responsible, but still."

Peter assured her over and over again until he jogged down his front porch steps, off to meet Harry at Jason Miller's house. Peter asked once more through text if it mattered that he had no idea who Jason Miller was. Harry told him it mattered not in the least. It was a party, and everyone would be too drunk to even notice. It was then that Peter wondered what exactly he had agreed to.

"Peter, can you hold this?"

"No."

"Please."

"No."

"Just hold the box!" Harry pleaded.

"I can be arrested for this. We're both minors, you know. Just holding alcohol could get us into some serious stuff," Peter objected, but still went along with Harry's order.

Peter held the large box full of alcohol bottles that Harry refused to tell Peter how he got at all. Peter knew that Harry Osborn didn't drink often as some party wild teenagers do, but he did drink and he did go to parties. But Peter wasn't surprised. You didn't become popular like Harry was unless you went out, and you had to go out pretty often.

Harry took out two bottles from the cardboard box, and pushed one towards Peter.

"Drink."

"I don't think so," Peter said.

"Why?"

Harry took a sip.

"I don't drink."

"Fine. I won't pressure you, but just know that you're letting me down," Harry said, taking another swing.

"I can live with that," Peter said, a small smile appearing upon his face.

"At least you came," Harry shrugged as he rang the doorbell to the house.

"One step at a time," Peter murmured.

The door opened instantly, but no one was there to greet them. Instead, they were greeted by a swarm of teenagers and loud music.

They made their way through the entrance and into the packed foyer.

Peter could see a familiar face making her way quickly over to him.

"Peter," MJ exclaimed.

"Harry," she also addressed, but with a tone of less excitement – a couple ten thousand notches less excitement.

Peter decided to act as though he imagined the way MJ was staring at him so expectantly. And he definitely pretended he didn't notice the way she hugged him for a while longer than necessary.

"I didn't know you were coming," Peter uttered after she released him.

"Neither did I," Harry said, which took Peter – and MJ, it seemed – by surprise. MJ and Harry held each other's gaze for what seemed like ages until they each looked away. Peter ignored the tension clouding them. Something had to be going on between the two, right?

"The article on OsCorp we were working on today at the coffee shop –" a glance at Harry, "is finished. I just needed to edit a few sentences and mistakes."

Peter chose to say nothing because that he already knew. She had texted him forty minutes ago telling him so. Peter's suspicions continued to rise.

To Peter's relief, MJ left the two to themselves quickly after another minute about information he already knew about what needed to be done on the article. They made their way through the house, Harry greeting a few people – a few meaning the entire student body that seemed to be there. Peter recognized some, and he said hello.

Each person seemed to be holding a beer can, beer bottle, or a shot glass. Some simply drank soda or water, but they still acted as though they'd downed fifteen shots.

After the hello's were done with, Harry and Peter settled themselves on the empty couch in the living room. They were surrounded by people that were walking this way and that. It shouldn't have counted as walking though because some seemed to be tripping, falling almost.

Peter self-consciously sipped his Coke while Harry chugged down his beer can before crushing it in his hands.

"MJ seemed excited to see you," Harry uttered, almost too quiet to be heard over the loud music.

"Yeah."

Peter still was a bit confused over why she seemed so – so flirty with him.

"She kind of seems – I don't know. Into you, I guess," Harry said, the sound of insecurity in his voice.

It clicked inside Peter's mind. He needed to let his friend know that he had no interest whatsoever in Mary Jane.

"It doesn't matter."

"Why?" Harry perked up.

"I'm - I'm really not into redheads."

Peter could see Harry immediately heave a sigh of relief that he tried to cover. Harry began to search for something – or someone – and Peter was pretty positive he knew who.

The crowd in the center of the living room parted to run to the kitchen because apparently Jason was chosen to drink from a keg. Peter wondered where they had gotten so much alcohol if they were all underage.

As Peter watched them run, he could make out a few other people sitting on the couch opposite of them. He noticed Rebecca Cataldi from his English class, and then he could make out Marcus Fisher sitting at the end of the couch along with an uncomfortable looking Gwen Stacy.

Peter felt his insides twist and turn to the loud music. Everything around him became a blur. The only people he paid a fraction of attention to were Gwen and Marcus. The only sound that he heard was the shouts coming from the kitchen egging on Jason to drink more. He didn't notice Harry suddenly make a hasty exit to follow after a certain red-head. He only saw Gwen – Gwen and Marcus Fisher.

He felt ready to yell, to scream to the sky, begging to catch a break. He intended that night to be an escape, to be fun. But the Fates toyed with him, and they decided to bring her there. It was Peter's fault after all. He had heard them talk at school about going out that exact night. It was just pure bad luck that they came to the same party.

Gwen sat there, her hands in her lap. They were sitting far too close to each other for Peter's liking. Marcus whispered in her ear, and Gwen giggled.

Peter was just about ready to follow Harry to wherever he had gone until he stopped right where he was when he saw Marcus reach for Gwen's neck and pull her closer. Their lips met, and Peter stared, completely frozen. It looked unnatural as his too large hands cupped Gwen's cheek. She looked to fragile, too breakable in his arms.

It was over before it had even started. Gwen pushed Marcus away softly with her small, delicate hands. Peter watched a look come over Gwen's face that made him want to run to her, to hold her. But he knew he couldn't. He watched Marcus stare after Gwen as she ran up the stairs of the house to hide away in a room. Peter couldn't deny that Marcus obviously loved Gwen. He was shaken up as he sat on the couch, wondering what to do. But if that were Peter, he knew he would have gone racing off after her. He waited for Marcus to, but the boy sat at the couch chatting with another student from Midtown named Henry. He lightly jogged up the stairs, excusing himself as he passed through gyrating bodies and sucking in clean air once he passed the foul alcohol-smelling living room.

He threw open each door he came across. He saw things he didn't mean to. He came upon a door with familiar voices shouting on the other end.

"You were flirting with Peter," Harry's muffled voice said from just behind the door.

"I wasn't."

"It definitely seemed like it."

"You've been going around with that Daniela girl. I couldn't take it anymore," MJ's saddened, yet defiant voice said.

"So you decide to flirt with my best friend?"

"I needed your attention," MJ sighed.

"MJ, we can't do this."

"Why?"

"We decided to end things," Harry stated.

"You decided, Harry. You decided on your own."

Peter decided to let them have their privacy. Of course, he wouldn't be able to bring up the situation until Harry chose to tell him. How would Peter explain that he knew because he had been eavesdropping?

As he searched, he couldn't stop thinking of how MJ and Harry's relationship reminded him of his with Gwen. Had he been as stubborn as MJ made Harry out to be? He had been the one to decide the fate of his relationship with Gwen. He wondered if Gwen felt just as MJ did.

The only door left was at the end of the hall, a light streaming from just under the door. It had to be it.

"Gwen?" Peter asked, hesitantly twisting the knob of the door.

He heard the shuffling of feet.

"Pete? What are you doing here?" Gwen's muffled voice came from just behind the door.

"I thought it'd be fun."

"So did I."

A pause.

"Can I come in?"

A longer pause.

"Yes."

The door swung open quickly, and Peter was met with a silent Gwen. He entered the room, and closed the door just behind him.

"I saw," he said.

"Did you?"

Gwen sat at the edge of the bed who Peter had no idea belonged to. He sat just beside her, but he made sure to keep his knees and arms far from hers. He couldn't risk the lust that would take over him.

"Why are you crying?"

"I want to be happy," Gwen murmured through almost closed lips.

"I want that too," Peter responded instantly because it was what he felt. It was true. He wanted nothing more.

"I want to be happy with Marcus, but – but I'm just not. I feel so – so dirty. It's like I'm using him to fill up the void. I can't keep doing this. He deserves better."

Peter almost chuckled at the thought. You couldn't do much better than Gwen Stacy.

"How long have you two been together?" Peter asked, breaking the silence that had come.

"He asked me out a few days ago. I decided to take him up on his offer just two days ago."

"Around the time he started following you around like a puppy, right?" Peter asked, trying at a small joke.

He almost regretted saying it until he saw a small smile appear upon Gwen's face.

"I don't appreciate you making fun of him," she said through a small giggle.

"I'm not making fun of him."

"I like Marcus now," Gwen stated, almost as though she was talking to herself.

"Are you trying to convince me or yourself?"

The words had come out before he had a chance to stop them.

"You're unbelievable," Gwen scoffed.

"Are you happy with him?"

"What?" Gwen asked, worry lines creasing her forehead. She scrunched her nose, as she always did when faced with a question she didn't know the answer to. Peter loved that about her, but it troubled him that she didn't have the answer to his question.

"Just answer it."

"I think I could be," she murmured.

"That's all that matters," Peter sighed. He let himself get close enough to press his knee to hers. It was amazing how comforting she was, just being near her.

"Stop saying things like that," she ordered in a tone that surprised him.

"Like what?" Peter asked, honestly confused.

"Things that make me realize that I'm not – not right for Marcus. Things that make me realize it's you that I want. It's you – always you. It'll always be that way."

Peter shook his head. He felt the pain that Gwen was feeling. At least, he thought he did. He felt like he was being stabbed each time she looked at him with those hurt-filled eyes.

"You know why this can't work," Peter sighed.

"Why?"

Peter ran a hand through his tousled hair.

"Why?" Gwen repeated.

"You know why, Gwen."

Gwen shifted her body nearer to Peter. Their legs were touching, and she turned to face him. She seemed to think twice for a second about what she was about to do, but she went on anyways.

"We can't just keep putting each other through this," Gwen sighed. Peter found himself inching towards her even though his conscience told him to stop.

She ran her finger over his shirt, holding on tightly. She ran her hands through his hair, and her breathing hitched. So did Peter's.

He could feel her breath. So close – so close. Her lips traced over his neck, then his jaw, then his chin. They slowly inched their way closer. She had never been so captivating, so enticing. Her cold fingertips found their way along his shirt, tracing patterns on it.

"Just this one night. For a second, can you just pretend that I'm opening my window to you with a ruined pair of flowers for my mom? That first night I invited you over for branzino. Right now, just kiss me like it's the first time," Gwen whispered.

Peter could see Gwen's eyes begin to water. She wanted him to give in. He could see it in her eyes how badly she wanted that, but he just wouldn't let himself. But maybe, just for one night the complications could disappear like she wanted. If he could just let himself, everything would fall perfectly into place.

Peter pulled away quickly before he could allow himself to get further down the path without any hope of returning. He refused to meet Gwen's eyes. He doubted he could take the look of pain in them for more than a second. He stood from the bed before releasing Gwen's hand.

"Peter," her soft voice begged.

He spared her one glance before twisting the handle of the door.

"I'm sorry."

Peter opened the door, and he was met with the concerned eyes of Marcus Fisher. Marcus no doubt recognized him from the interview at OsCorp.

"Gwen?" Marcus asked.

"She's in there. She'll be out right now," Peter murmured.

He came down the staircase, looking once behind him. The door was ajar, revealing Marcus sitting near Gwen, her head on his shoulder. His stomach flipped.

Once he reached the living room, he found Harry and MJ both wrapped in each other's arms, laughing. It seemed only fifteen minutes ago they were fighting in an empty bedroom upstairs. Maybe it had been only fifteen minutes, but either way Peter ached at the sight of them acting like they had never fought at all. They fixed things so easily between each other. Why couldn't he fix things between him and Gwen that easily?

_Oh. Right_, he realized.

He was Spider-Man. He endangered his life every day, as well as those closest to him. That was sure to complicate things.


	16. Chapter 16

Peter had stayed well past the time he should have at the party. He had left at eleven o'clock, knowing that he still had to do his nightly rounds. He swung through the city streets, checking in dark alleyways for anything other than the usual knife fights and robberies. He found nothing, but it still felt good to be out again in his suit, freely exploring the city. He almost forgot how great the wind felt as it hit against him, the cold air shooting all the nerves in his body alive. That's what he always felt like as he swung through the streets: alive.

It was almost three o'clock, and he knew with no doubt that Aunt May was still up waiting for him. When he arrived home, she was asleep at the kitchen table. He nudged her awake.

"Aunt May, wake up," he urged. Her eyes fluttered open, and a warm smile spread over her face just after the look of surprise faded.

"Did you have fun?"

Peter chuckled at her words. Leave it to his caring aunt to only care if he had fun, not that he had stayed out on a school night until three o'clock in the morning.

"Yes," he told her.

But had he? He intended the party to be a stress reliever, a getaway from the things that constantly nagged him, but it didn't do that. He had spent the night watching Gwen as she struggled to keep a conversation with Marcus. Peter hated that. She shouldn't have struggled with anything. Her relationship should come easily. Why was she forcing herself to be in a relationship she didn't want?

"_I'm using him to fill up the void," _she had told him when they were locked upstairs in an empty, dark bedroom at Jason Millers' house.

What void? The void Peter himself had created?

"Peter, please. I can walk myself to my bedroom," Aunt May's drowsy voice murmured.

Peter ignored her, and still held her firmly in his arms as he carried her up the stairs. She was as light as a feather, but his aching muscles still screamed in protest.

He set his aunt down in her bed, lifted the comforter over her, and kissed her temple.

"I'm glad you went out. It's not good for you to spend all your time home and out doing – doing…" Aunt May said, her voice slowly fading at the end.

Peter chuckled before exiting her room, and quietly slipped into his. It was just as he left it before he had gone for the party.

His aunt was right, of course. She always was. He needed friends, and he needed something other than sleeping at home or working for Jonah Jameson when he wasn't defending the city. Maybe parties could become a regular thing for him.

He thought of the stumbling people that exited the house when Jason had called the party to an end, and he thought of the people upstairs in the empty bedrooms that he had mistakenly entered when looking for Gwen.

No, he decided. Parties were a definite "never again."

* * *

"Jessica with David," Mrs. Harper said, almost through with her list of partners that she had conjured for her Advanced English IV class.

"Joseph with Kate."

"Daniela with Alec."

Peter crossed his fingers, and he begged whatever spiritual entity around to not pair him with the one girl he was sure would be his downfall. A sweet downfall, but a downfall nonetheless.

"Peter with…" a pause as she looked at her list once more, "Gwen."

Peter's stomach flew up into his throat it seemed. Mrs. Harper was out to get him, he rationalized. He could see her profile as she slowly turned her head to stare at him. The previous night had been odd, to say the least. When they were locked in that bedroom, Gwen had become some sort of enticing, seductive girl that made Peter's hormones go wild. Nothing stopped him from imagining that side of Gwen again as she walked towards him while the rest of the class also separated into small groups. Peter willed himself to look away from the exposed piece of skin on both of Gwen's legs just between her knee high socks and skirt.

"Now, this paper will count for fifty percent of your final grade. You will have to have your author or piece approved by me before you begin working together. Please, kids, we have a library for a reason. You all should just permanently erase Wikipedia from your search engine…" Mrs. Harper explained, her voice slowly fading. Peter wasn't entirely too interested in her words when he heard the soft whisper of the girl before him.

"You went out last night."

Peter let a small smile appear upon his face that he tried holding back. She had been there. They had almost kissed – probably done more if they had gotten the chance. Peter could feel the red tint coming to his cheeks.

_Screw you hormones_, Peter scolded himself.

"You must have drunk a lot," he told her.

She seemed surprise at his answer, but she quickly shook her head.

"I didn't drink. I meant that you came back," Gwen murmured in a tone that suggested her words had a deeper meaning.

Peter realized that she hadn't meant the party. She meant he had gone out as Spider-Man.

"Oh. Yeah. I did."

Gwen seemed to be lost in her own thoughts for a few fleeting moments before looking into Peter's eyes. She picked at her sweater. He noticed how her fingernails were bitten down, and he wondered what else had changed about Gwen.

"I'm glad," she said.

Peter felt his lips turn up at the ends just the tiniest bit. He thought of the cool air as it hit hard against him while he swung through the city streets.

"Me too," he finally answered. "How'd you know, actually?"

"The Daily Bugle," Gwen said, moving her fingers to toy with her textbook cover.

Peter chuckled. The Daily Bugle was always one to fabricate events and often times plastered their papers with scandalous events that seemed fit for a teen magazine. Peter recalled a story he had read months back where a woman claimed to have birthed a child that was none other than Spider-Man's own blood. He was thankful Gwen never saw it.

"You read the Daily Bugle?"

Gwen seemed to take offense.

"Do I look more like a New Yorker type of person?"

Peter shook his head.

"I don't know."

Gwen licked her dry lips, and Peter found enough power to avert his gaze.

"There's a lot you don't know about me," Gwen said.

"I know."

"Did Marcus say anything to you about – about me?" Peter asked.

He was curious as to what Marcus had thought about the fact that his girlfriend had been locked in a dark bedroom upstairs at a party with a boy – a boy that wasn't him. Peter imagined the thought of Marcus having been in his place. It sickened him.

Gwen shook her head to his question. Peter could see a slight change in the color of her cheeks.

"He didn't, but I think he wanted to."

Peter turned rather smug, and he could see Gwen's disapproving smile. Before Peter could put his other foot in his mouth, Mrs. Harper approached the pair.

"Ms. Stacy and Mr. Parker, you both are exquisite. You two are the best in my class. I paired you two together because I think you can both learn from each other. Mr. Parker, you tend to sometimes stray away from the topic and follow your own path. Ms. Stacy, you forget to make your papers personal," Mrs. Harper told the two.

"You should get to know each other very well. You'll be spending quite a bit of time together outside of school."

When they didn't say anything, Mrs. Harper cleared her throat.

"Do you have any idea what piece or author you want to work on?"

"Lost Love by Silke Wettergren," Gwen's confident voice responded immediately.

"I know her well! I love that piece too. Good choice," Mrs. Harper exclaimed, almost too cheerful for Peter. She moved along to the next pair of students nearest to them.

"Did you prepare for this assignment ahead of time? Because that wouldn't surprise me," Peter said with a large dose of playful sarcasm in his voice.

"I've read it too many times to count," she told him.

Peter racked his mind for a time where Gwen may have mentioned it to him. He couldn't think of one.

"I can't say I've heard of it before."

"You can look it up online," Gwen suggested.

Peter nodded to show that he would. He'd have to search it up after school and hopefully get some time to work on it before he went to the Daily Bugle offices. He saw that as the only slot open for him to work on it. His time was otherwise preoccupied with his internship and wall crawling across New York City.

"We're going to have to go deep into detail when we write our analysis," Peter noted.

Gwen lifted her pen to her lips and began to gnaw on it.

"I'm already way ahead of you."

"Of course you are," Peter remarked, which earned him a playful shove from Gwen. "What time should I call you?"

She hesitated before answering.

"I think – I think it'd be better if we worked at my – my uh, house."

"Your house?" Peter repeated.

"Yeah."

Peter dug his hands into his pockets. He shifted in his seat.

"Mine," he suggested.

"What?"

"We can go to mine," Peter said, with a bit more confidence in his voice.

Gwen brushed her bangs away from her face.

"Oh. Yeah. That's – that's good. We'll just – we can just uh, work there. Great."

Peter could feel a grin appear upon his face as they both continued talking with the least amount of effort. They didn't have a heavy conversation, and they didn't bring up the large elephant that seemed to always appear when they were in the same room. It was – well, it was nice.

They continued talking for the rest of the period until the bell rang, Peter contemplating offering to walk Gwen to her next class until he saw Marcus just outside the door. Still, as he walked alone to his next class, he was extremely happy.

* * *

"The most amazing moment was when we met," Gwen began – her voice a soft whisper. "The love and time I have shared with you have all been; without regret…"

Peter dutifully continued on reciting the poem, starting with the next line.

"In spite of our love… I am painfully aware that you are gone. And no longer there.." Peter finished the stanza, his heart beginning to race as he heard his own voice begin to shake.

He should have read the poem before Gwen had shown up at his door. He should have read it so he wouldn't be reacting the way he was to these depressing words that resembled his own situation with Gwen.

Gwen licked her lips. "You made up your mind and you went away.." a hitch in her breathing pattern, "as things started to not feel right… I know it's pointless to wish for you to stay.. because at the end of the tunnel there is no more light."

Peter could feel Gwen's eyes on him, searching for something. He tried his best to keep his emotions from showing. He couldn't break down. They had another two weeks together as partners.

"Often I don't know what to say or do.. So many times, I have cried over you… Emptiness and sorrow is now a part of me since I have to accept, that we will never be.." Peter recited.

"But! Our memories continue to live in my heart as I wish you well, with your brand-new start. Please, believe me when I say you will always be with me. Come what may," Gwen finished, sucking in a breath of air.

Peter found himself doing the same, trying to find words.

"Why did you choose that?" he asked.

"I had to make my work more personal," Gwen answered.

Peter cleared his throat before running a hand through his tangled hair

"It seems personal enough."

Gwen set the paper down.

"I'm sorry. I can go to Mrs. Harper tomorrow. We can change it."

"No. It's fine," Peter insisted.

"Are you sure?"

_No._

"Yes."

Gwen nodded, and opened a yellow folder that lay next to her on Peter's carpeted bedroom floor.

"Okay. Here's what I already analyzed," she said, pulling out a paper.

Peter stared at the page full of notes, and his mouth almost fell open. It was like she'd done the whole assignment already and it had barely been assigned four hours before.

"Looks like this'll be a breeze with you as my partner."

"Sorry. I can be a bit overpowering when it comes to group work," Gwen bashfully said.

"You don't have to apologize."

_Another thing I love about you._

She continued to talk to him about the work she had already finished on the piece. He listened carefully, once in a while sneaking a glance at her. He'd sometimes catch her doing the same, but they didn't say anything of it. It was nice, simple. He needed simple. He found himself wishing that the next two weeks they would spend together would go by slowly – very, very slowly.

They continued on as they worked in silence that way until Gwen's cell phone buzzed next to her. She glanced at the screen before turning her attention back to Peter. He didn't think anything of it until it buzzed again. He raised his head to look at Gwen. She was busy typing on his computer.

When it buzzed for the third time, Peter playfully picked it up before even thinking to check the caller I.D. He should have.

"Hello. This is Gwen Stacy," Peter said in the best imitation of Gwen he could do. Gwen began to laugh uncontrollably as she frantically reached for her phone.

She threw a pillow at his head. Peter caught it with one hand. He could see Gwen silently cursing his fast reflex skills.

"Who is this?" Peter heard a voice ask from the other end. He found it hard to listen when Gwen kept shouting at him.

"Peter! Peter, give me the phone," she begged. He let out a chuckle before giving up her cell phone.

Gwen glanced at the caller I.D. She immediately stopped laughing.

"Marcus, I'm so sorry. I completely forgot. I'm just finishing up. Wait – I'm not home. I'm at – at Peter's," Gwen softly said into her phone. "I'll be there in ten minutes."

Peter ran a hand through his hair. He was immediately reminded that there was no longer just a promise that kept them from being together. It was the fact that Gwen had a boyfriend – one that wasn't Peter. What tore him apart was that she wanted things to work with Mr. Perfect, and he couldn't change that. If Marcus made her happy, then that was that. He wouldn't even interfere.

"I need to get going. I have this uh, thing," Gwen said, gathering her things from around Peter's room.

"A date, maybe?"

Gwen scurried around his room picking up her papers, her textbook, and her bag. She blew her bangs away from her face.

"Yeah," she said, clearly flustered.

Peter watched her as she tucked away her things into her bag.

"You can be honest with me, Gwen. I think I deserve that much."

She stopped mid-movement.

"I know," she sighed.

"Gwen, why can't we just be friends?"

The word sounded foreign as it rolled off his tongue. Had he really just asked the love of his life if they could just be _friends_? It would be nearly impossible. Could they really go back to being so carefree around each other? Was it that simple?

"Friends?" he heard Gwen's soft voice utter.

He nodded.

Peter knew just what he was doing. It was blatantly obvious, and it disgusted him. He knew, deep within himself where he knew just what his reality was, that Gwen needed to forget he had ever even been a part of her life. There he was, asking to remain there as a friend, if not anything else. He was doing just what he knew he shouldn't. He wished for her to decline his offer, to maybe stomp off telling him how ridiculous he is for assuming they could be anything after what they had both gone through together. What bothered him most was that as soon as he had asked, he knew what her answer would be.

"Yes. I mean – yeah. I don't see why not," she said.

He followed her down into the kitchen where Aunt May was cooking dinner. Gwen apologized for having to leave so soon, and Aunt May told her it was nothing to worry over. Peter walked her through his house before they reached the door, where they shared an awkward hug that shifted into one of complete comfort and familiarity. He welcomed her vanilla scent that invaded his nostrils. They stayed there for what seemed like a long time, not saying anything, simply soaking in each other's presence.

* * *

**Full credit to the author of the poem "Lost Love" by Silke Wettergren found on familyfriendspoems . com**


	17. Chapter 17

"I wonder why I hired you. My five year old son could take better photographs than these," Jonah Jameson spat, flinging Peter's portfolio around with the least bit of care.

Peter, already accustomed to Mr. Jameson's very aggressive and slightly rude attitude, kept composed.

"Sir, I'm asking for fifty dollars. They're worth at least that," Peter argued.

Mr. Jameson toyed with his lit cigar that hung from his lips.

"Fine. Fifty for the whole lot. I'm not going any higher," he muttered.

Peter tried his best to not inhale the disgusting smell that reminded him of the dumpsters he occasionally hid his backpack behind when he changed into his Spider-Man suit to patrol. Jonah Jameson's entire office smelled like cigars, and not one person could stand being in the room for more than five minutes.

"Each," Peter said.

Mr. Jameson lifted his eyebrows so high Peter assumed they were going to disappear behind his hairline.

"What?" he said, pulling the cigar from his lips.

"Fifty for each photo," Peter answered.

Mr. Jameson let out a short chuckle, which ended with a stare that would have sent Peter running from the room.

"No."

Still, as Mr. Jameson glared Peter down, Peter stood firm on his order. A few seconds of silence passed before Mr. Jameson shook his head. He pulled open a drawer to his left and pulled out a neat stack of bills. He pulled a few out before rapping a rubber-band around the remaining bills.

"Fine. Here's your cash. Count it."

Peter leaned forward, taking the cash swiftly from Jameson's hand. He counted four fifty dollar bills.

"This is almost two hundred dollars. I only need one fifty."

"Just take it, Parker," Mr. Jameson said, beginning to look over a stack of files that lay upon his desk. Peter thanked his boss before exiting the room, sucking in a breath of fresh air once out and fingering the bills in his hands before tucking them away in his wallet.

Peter wandered aimlessly for hours to kill time until he made his way to Gwen's apartment building. He tried to keep his thoughts from wandering too much to make sure he didn't over think the whole situation. That was the last thing either of them needed. So, to justify the fact that he showed up thirty minutes earlier than agreed upon, he told himself he was in the neighborhood anyways.

After sharing in an awkward conversation with Gwen's doorman whom never liked him, Peter entered the foyer of Gwen's apartment building. His eyes looked over every individual in the room, and when his eyes fell on someone familiar, he almost ran back outside with the doorman. Marcus Fisher sat on a cushioned chair, picking at his clothing.

Peter awkwardly made sure to stay hidden behind a potted plant near the doors. He sent Gwen a text telling her he was already at her building and hoped she replied quickly. As he slipped his phone back into his pocket, a pair of shiny shoes stopped in front of him.

"Peter, right?" Marcus Fisher asked him, lifting his right hand. Peter accepted the gesture, nodding before greeting Marcus. He switched his backpack strap from his left shoulder to his right.

"She's not here," Marcus said, motioning upwards.

"She isn't?" Peter asked.

"No. I just called her," Marcus explained. "She's out."

Peter nodded. "Do you know if she'll be here soon?"

"She didn't say."

Tense silence filled the air between them, and they each rocked on the heels of their feet. Peter slipped his hands into his pockets, brining his shoulders up to his neck.

They both stood there for a moment, each challenging to see who would exit first. Peter was almost positive Marcus was purposely waiting to make sure Peter didn't bother waiting around at all. Surely disappointed, Marcus spoke first.

"Nice seeing you."

"You too," Peter answered. With that, Marcus Fisher left.

Once more alone, Peter pulled out his phone to see that he had two missed calls from Gwen. He wasted no time in returning them.

"Peter," Gwen answered after a tally of two rings.

A foolish grin appeared on Peter's face.

"I'm in the lobby. Are you here?"

"No," she answered. "I'm right down the street. I needed to run some errands. Just wait."

"I will. Oh! Have I told you your doorman is really intimidating? I don't think he likes me," Peter told her, letting out a small chuckle.

He heard Gwen snort in sarcastic annoyance on the other end of the phone.

"Get over it, Parker," was all he heard before the line went dead.

He was greeted in more of an enthusiastic way when Gwen walked into the lobby with three large binders almost swallowing her petite frame whole. He politely offered to carry them. He should have known better than to ask because he knew she would refuse, but he took them from her anyway. They walked together to an elevator and stood in silence before the doors opened to Gwen's apartment floor.

"What are the binders for?" Peter finally asked.

"I was at a coffee shop reading up on some things relating to our article."

"There's only so much one can read about angst-love poems."

"I was reading about poetry writers and how the nature of their writing portrays events in their lives. I found a lot of examples. The piece we're analyzing was written by a woman whose husband left her. She suffered from severe depression that was most likely fueled by how often she wrote of her sorrows."

Peter waited as Gwen searched through her purse for the key to her apartment.

"You continue to amaze me," Peter sighed.

Gwen slid her key into the lock, turned it, and pushed open the white door. She hesitated a moment before turning to look at Peter.

"Peter Parker, you haven't learned anything about me just yet."

They walked in silence through Gwen's empty apartment until they reached her bedroom, where they set up their things on her carpeted floor. Her window was ajar, letting in a cool breeze that eased Peter's nerves.

Peter read through the articles Gwen had printed, filling himself with information he had never known. Gwen was right when she had said she got things done quickly and efficiently when it came to group work. After an hour of reading, they each began to talk over the things they read. They then analyzed their selected piece of poetry by speculating what it meant to the author, what it meant to them, and the underlying story behind the words.

Peter listened intently when Gwen spoke, studying her features carefully. He couldn't stop himself. After they decided enough work had been done for the day, they lounged about her bedroom. Peter picked at the knick knacks and random objects around Gwen's room.

Gwen's phone rang once. Peter ignored it until it rang once more.

"Shouldn't you get that?"

"I should," Gwen answered, her attention still on the Rubik's cube she held in her hands.

Peter thought that it could be Marcus for a quick moment. He thought of how Marcus had been waiting around Gwen's apartment for her to show. He wondered if she had turned him down and chose to work with Peter on the assignment instead.

"I hope I'm not taking you away from any previous engagements you've had planned," he said.

Gwen lifted her head, throwing the Rubik's cube at him, which he caught with graceful ease. She sneered at him and tossed herself from her chair to her bed. She shook her head.

"You're not."

Peter nodded before walking around to sit on the chair Gwen left abandoned.

"Can I ask you something?"

"Sure," she answered.

"Why does the female race insist on carrying such random junk inside their purses?" Peter asked, glancing at Gwen's purse that lay right next to her.

"It isn't random junk," she objected, sitting up straight to meet his judging eyes.

Peter chuckled.

"Why do you need three different lip glosses?" he asked.

Gwen scoffed before leaning over the bed to reach for Peter's backpack.

"What do you carry around in your backpack all the time?"

She opened it up before pulling out a stack of photographs he had thrown inside carelessly earlier. Without thinking of it at first, he freely let Gwen look through them. When he noticed her expression change, he realized they were the photos he had gotten developed from when he interviewed Norman at OsCorp. Gwen would see photographic proof of Norman creating the green serum for himself.

Peter lunged for the photographs. Gwen pulled them away swiftly.

"What is he holding?" she asked, gesturing to the photo of Norman and the green serum.

"Nothing," Peter insisted.

Gwen glared at him. She continued to keep the stack of photos from his reach.

"Peter, do you know what that looks like?"

"I know," he nodded. At that point, Peter knew the damage was already done. She'd already seen the evidence. She just needed to make the connections from the tiny details she already knew. Gwen was smart. She wouldn't let this one slide.

"Pete," Gwen whispered, placing the stack on her desk. She looked at him with an expectant look on her face, waiting for him to explain the photograph. He shook his head. He could see the gears shifting within her mind. He had been the one to bring her the serum to study the first time he ever encountered it.

"No," Peter objected, already aware of where she was going to go with her words. "You didn't see anything."

"That serum obviously has something to do with the Green Goblin. When you told me he's powerful, I knew no human could be capable of beating you. That serum is the perfect answer as to why he's so powerful."

"Gwen, stop playing detective," Peter begged.

"If the sample you gave me is the same as the one in the picture, Norman Osborn is involved. He has to be," Gwen continued. She tucked a strand of hair behind her ear.

Peter tried to keep his face expressionless as Gwen continued to voice her thoughts.

"It's him," Gwen murmured. "It's Norman Osborn."

"This doesn't concern you," Peter told her.

"It does," Gwen insisted.

"No. It doesn't in any way."

Gwen looked pleadingly at Peter. She walked slowly towards him. Their voices continued to grow softer.

"It involves you."

"That doesn't make you in any way a part of this problem," Peter continued. He felt his hands and face beginning to heat up. "I can't let you get hurt. You can't get hurt."

"I'm not going to, Pete."

"He's strong. You said it yourself," Peter whispered, his voice cracking the slightest bit. At his words, Gwen lost her own. Peter met her hopeful eyes. He could feel her soft hands hovering against his own. He wanted to take them in his.

"You want to help?"

"Yes," she answered.

"Stay out of it. Stay safe, Gwen," he said, swiping his right hand over his forehead.

"I can't do that. Just tell me what I can do," Gwen pleaded.

Peter dragged his hand over his face, feeling extremely hot. He wondered if Gwen had closed her bedroom window earlier.

"Figure out a possible antidote that will reverse the effects from the serum," he told her.

"Okay," Gwen agreed instantly.

"Don't let Norman Osborn get his hands on any more serum. He gets stronger with each dosage."

Gwen nodded.

Silence filled Gwen's bedroom as Peter regretted his words. He stared at Gwen, whose face was filled with delight. In that moment, he really didn't think of the consequences. She deserved to know. He examined the way her eyes twinkled with excitement.

"Thank you, Peter," she told him.

"Gwen, don't let him know that you're watching him," Peter begged.

"I won't."

"I need to get going," Peter told her, taking the stack of private photographs from Gwen's desk to put back into his backpack. He zipped it up.

"Okay," Gwen responded.

Neither said a word as Gwen walked Peter to the front door of her apartment. He turned just before exiting.

"Gwen, would you mind coming to dinner tomorrow night with Aunt May and I? I got paid today, and I have some extra cash to spend."

She grinned.

"I don't think I have anything planned."

* * *

**I've just moved houses, and I'm really sad about that. I've been unpacking and getting settled. Please excuse my lack of updates. Thank you to all those who have stuck with me! I'll be updating quickly to wrap up this story.**


	18. Chapter 18

Aunt May, Peter Parker, and Gwen Stacy sat at a circular table made of polished wood that Peter was sure cost more than anything he owned. He felt the weight of his wallet, and he was sure it would never weigh as much again. The Daily Bugle had done him well, and he was positive he couldn't think of a better way to spend his savings than on the two women sitting before him.

The restaurant had been easy enough to choose upon, for Peter called upon Harry Osborn for advice. Harry, being accustomed to such places, immediately suggested a place that was within the price range Peter had to spend. Upon entering the building, Peter had known instantly that he would be spending his money well. The velvet curtains and polished wood had told him so. He'd never been to such an expensive place, and he felt out of place.

"I would've gone for a burger, Peter. You didn't have to spend your money on me," Aunt May sighed, running her wrinkled hands over her evening dress, which Peter had demanded she wear.

"Aunt May, let me take care of you for once," Peter told her, placing his hand over hers.

She looked like she wanted to press the matter even more, but she fell silent.

"Have you ever been here, dear?" Aunt May asked Gwen, who was running a finger along one of the many utensils laid out in front of her.

"I came once with my father," Gwen said, her smile too forced.

Peter knew her father's death was still a wound that had not yet healed. He stretched out his hand to hold hers comfortingly.

Dinner went on for the next hour smoothly, for the trio talked throughout about all that was possible to speak of. They burst into a fit of laughter every two minutes, and Peter was sure they'd have gotten kicked out of the restaurant if they hadn't have already been seated and waited. He'd see the curious glances of classy businessmen and their wives, but he didn't care all too much.

Once Peter had paid the bill, the three of them exited the restaurant to a swarm of people crowding the sidewalk. Gwen seemed more accustomed to the ridiculous amount of people around them than both Peter and Aunt May were. She led them through the crowds, weaving this way and that until they reached a crosswalk, where they waited for the signal for them to cross the street along with other pedestrians. As they stood there patiently, Peter felt a tug on his hand. Gwen's cool fingers slid perfectly into place with his. He met her eyes with a childish grin, and she did the exact same.

Peter heard the scream of woman from far behind him. It must've been at least three blocks away. Peter turned his full attention behind him, craning his neck to see who it was he heard. Soon after, a collective group of screams began sounding. He couldn't avoid it any longer. He felt Gwen's worried eyes look over at him, and he turned to her.

"Leave. Take Aunt May. Get inside a building. Do not come outside," Peter ordered.

An uncountable amount of police cars whizzed past the group still standing at the crosswalk. Pedestrians began to stand in wonder, questioning amongst themselves what could be happening just three blocks away.

"I was going to tell you later," Gwen uttered.

Peter turned to her, his expression grave.

"What is it?"

Gwen struggled to answer him. Her attention was directed towards the disappearing cop cars. Peter could now see a swarm of pedestrians coming from around the corner, running in terror.

"Norman made more serum. I didn't know he'd be so quick to use it," Gwen whispered. "Take this capsule. Fill it with Norman's blood. I can try to find out more about his DNA and the changes the serum is creating."

He took the capsule in his hands.

Peter turned to his aunt, where she stood still, not fully understanding what was occurring.

"Stay safe," Peter managed to let out.

"Peter," Aunt May murmured.

Gwen, already knowing Peter would not listen to her if she pleaded for him to stay, remained silent.

"I love you, Aunt May," Peter choked out before racing down the street.

He turned into an alley, ripping off his street clothes to reveal his Spider-Man suit. He climbed up onto a rooftop too gain a better view of what was going on.

The cackling was deafening. It was all Peter could hear over the terrifying screams from below. The screams of terror came from the citizens stuck on the streets below, scrambling like ants to hide from the scary, masked figure. Peter could feel his heart ready to burst from his torso. He sat perched on a rooftop, searching for the Goblin that seemed to have disappeared in a matter of seconds. He could hear the cackling no longer.

He searched the streets below for any wounded civilians, but in truth, he was searching for Aunt May and Gwen. He swept his eyes over the busy street, crowded with running bodies looking for shelter before the masked menace returned.

Peter noticed a woman waving her arms frantically inside of a vehicle wedged between two others. The doors were blocked. Peter swung gracefully onto the hood of the car, and motioned for the woman to cover her face. He lifted his arm, trying to gain as much momentum needed to break open the window. He swung his fist into the glass, and it cracked the slightest bit. He sighed. He lifted his arm once more to try again, but he was stopped short when he heard the terrorizing laugh of the Green Goblin. Peter felt the explosion before he heard it, and he was sent into a spiraling frenzy towards a brick building.

He could see nothing clearly. Shapes of different colors blocked his vision. The broken bits of the building he hit lay underneath him. He was sure he had broken something, and his skin burned. Still, he craned his neck to see around him. The Goblin was terrorizing a crowd of people, and Peter could see him pick out a man from the group. The Goblin flew higher upon his glider, all while holding the helpless man by his shirt. Peter ordered himself to get up, and he did, but he swayed every which way before he could plant his feet firmly on the concrete. He couldn't hear anything, but he could see clearly now.

With a tired doggedness, Peter tried to move quickly to save the man. To his horror, he watched as the Goblin released his grip on the man, and Peter could do nothing but stare in shock. The sound of all that was happening came back, and he could distinctly hear the sickening crunch as the man hit the street below. The sounds of police sirens, the cackling of the Goblin, and the screaming of citizens filled his ears, and to his surprise, he heard his own voice among the yells.

Filled with an unexplainable rage, Peter ran across the tops of abandoned vehicles until he reached the Goblin. Then, he attached a web to the glider, and hoisted himself up. The Goblin was taken by surprise, and he tried to shove Spider-Man off. With no luck, the Goblin began to spiral out of control until they were both thrown off onto the street below.

Peter reached for the Goblin, punching through one of the glass eyes. It cracked, but Peter paid no notice. He kept beating the Goblin senseless. Nothing was going through his mind other than the image of the helpless man he saw fall to his death. Peter didn't care that he was mercilessly beating his best friend's father to a pulse. He was sure Gwen and his Aunt May were watching him from a television set somewhere safely indoors, but he didn't care. Peter's suit tore at the knuckles, and Peter could see the blood from his knuckles left on the Goblin's suit.

"You're tiring yourself out, Spider-Man," the Green Goblin seethed. Peter was almost positive Norman Osborn was grinning like a mad man behind his mask. It made him all the more driven to beat him until he wasn't even recognizable.

"Look around you, Spider-Man. These people fear me. They have no hope left in you. You've failed," Norman taunted.

Peter swung once more, denting the torso part of the green suit. Peter swung his hand behind him, preparing to swing once more, but the Goblin wrapped a tight grip around Peter's wrist. He squirmed to be released, but the Goblin's hold was too tight, and it seemed to be getting even tighter. Peter could feel his circulation begin to cut off. He clenched his teeth together, trying not to release a scream of pain, for he was sure it would cause satisfaction to the Goblin. Peter was almost positive his wrist was being snapped before his very eyes. He couldn't escape with the help of his web shooters. The Goblin's hands had crushed them.

"I will never stop trying to beat you," Peter muttered.

With a shocking speed, the Green Goblin hoisted himself up from the ground, Peter dangling from his arms. Peter could not rid himself from the Goblin's grasp.

"It's hopeless. I'm so much stronger," the Goblin whispered into Peter's ear.

The Goblin had somehow found his glider once more, and he stepped onto it with ease, still hanging determinedly holding onto Peter. Peter's entire body hung over the glider. All Peter knew was that they were traveling upwards, so far upwards that the people below began to look like ants.

"You're dying, Norman Osborn," Peter yelled. "You're dying. Your serum isn't helping you. It's killing you."

At his words, the Goblin came to a stop.

"You don't know anything," he said.

Peter struggled to find a footing in which he could stand upon the glider.

"I know that you are trying to win a battle that you are destined to lose. Give up."

"I will only get stronger," Norman spat at him.

"Your serum is not designed that way."

"It will be."

Before Peter had much time to respond, the Goblin had him in a hold that was impossible to escape from.

"What makes you so special, Spider-Man? You'd had to have injected yourself with a serum of some sort. What is inside your DNA? What is it that you have come to obtain that I cannot?"

Peter squirmed under the Goblin's hold. With one hand on Peter's neck, the Goblin used his free hand to punch Peter repeatedly. Peter was positive he succeeded in breaking a few ribs. He could feel a breeze against his skin where his stomach was, and he felt an even cooler liquid pouring down his skin. It was blood.

The Goblin took the clear capsule hidden in Peter's suit to hold a sample of Peter's spilling blood. Peter, nauseous and exhausted, did nothing to stop him. He tried reaching for the capsule, halfway full with his own blood, but he moved at the speed of a snail. He heard the Goblin's cackle once more before he felt himself falling down, ripping through the sky at a rapid speed towards the empty cars below.

* * *

Peter Parker's body burned everywhere. It ached. He wanted to tear off his skin. He wished to push his broken bones into place. He didn't quite know where he was, but he didn't really care either.

"Gwen, dear," a familiar voice sounded from just beside him.

"He looks – the blood –" Aunt May uttered in a shaky voice.

He wanted to open his eyes, but he couldn't find the strength to. His Aunt May sounded so nervous, so desperate.

"May, we're going to get him into my bedroom. Okay? Do you think you can help me?"

He felt two pairs of hands lift him up from whatever surface he was laying on. It was a couch, most presumably. He managed to open one eye.

Aunt May shook her head, her face still one frozen in shock and terror. At her confirmation, Gwen wrapped her arm around Peter. Aunt May mimicked her movements, and soon, Peter was being pulled by Aunt May and Gwen through the apartment hallway.

He was placed gently on Gwen's bed, and he allowed himself to shut his eyes again. Fatigue began to take over.

All Peter could make out was voices. He heard Aunt May gasp when Gwen attempted to peel off his suit. It clung to his skin in a way that it seemed impossible to remove. He could hear Gwen apologize repeatedly for what she was about to do.

"I'm so sorry, Pete," she whispered.

He heard a loud, piercing scream that shook the walls of Gwen's apartment. It sounded like an animal in pure agony. He saw Aunt May run out of the bedroom, her eyes a teary mess, and he was positive it was his own scream he heard.

"I need to keep going, Peter," Gwen murmured.

His screams continued on until Gwen finally gave up on her effort to peel off his suit. She had removed as much as she could. He noticed then that Gwen had also been crying, and in that moment, Peter wondered how much emotional distress he caused the people he loved by putting himself in danger. He wanted to leap off of Gwen's bed and run to comfort his aunt.

"Aunt May," Peter choked out.

Gwen placed a hot towel over Peter's forehead and pressed her hand against it.

"You aren't going anywhere," she told him.

He wanted to argue. He almost spoke his thoughts, but he knew better. She was right. Gwen Stacy was always right. He couldn't go anywhere. He had broken almost every bone in his body. He was helpless. The Goblin had defeated him.

"I have to stop him," Peter told her.

Gwen ran her cool fingers over his cheek.

"Doesn't this seem familiar?"

"This madness can't go on," Peter huffed.

"What happens if you defeat him? Another will come. You can't keep putting your life in danger."

Peter thought on her words for a minute.

"It's my responsibility."

"You can't leave me, Peter. You can't just disappear. It was my father's responsibility to take care of this city, and he died doing it. I understand why you think that, but I can't let you. I can't," Gwen wept.

Peter felt a lump appear in his throat. He searched for something to say, but nothing seemed to be adequate.

"Gwen, someone is at the door," Aunt May said from the doorway.

Gwen then excused herself from the room.

"Oh, Peter!" Aunt May exclaimed from the doorway. She threw a hand over her mouth.

"Peter, are you okay? I insisted you go to a hospital, but Gwen said you'd be just fine. I don't understand," Aunt May explained, sitting just beside Peter on the bed. She placed a hand on his shoulder.

"I heal fast," Peter said.

Aunt May turned her attention to the picture board just above Gwen's headboard.

"I would tell you how foolish it is for you to want to take down this man, but I assume Gwen has already scolded you enough."

Peter let out a sigh.

"I won't give up. I can't."

"Oh, Peter," Aunt May sighed.

He'd have answered, trying to comfort his aunt's thoughts, but he heard raised voices coming from the hallway just outside Gwen's bedroom.

"You haven't called me back," a slurred voice said.

"That still doesn't justify why you can show up at my apartment this late," Gwen calmly answered.

"I love you, Gwen."

Peter heard a loud, exaggerated sigh, presumably from Gwen.

"Are you drunk, Marcus?"

Perhaps it was the intense worry that filled Peter at Gwen's question, but the pain he had kept at bay was now making itself known. The medicine was wearing off. He wanted to scream, but he was careful to stay quiet. He began squirming, and Aunt May searched for the needle full of drugs that Gwen had previously injected Peter with.

"Gwen," Aunt May called.

"Who is that?" Peter heard Marcus ask.

"Gwen, dear, I really need your help," Aunt May urgently called.

Peter felt his eyes beginning to shut.

"Marcus, leave," Gwen ordered.

Darkness was all he could see.

"Gwen," Marcus begged.

Aunt May had finally found the needle, and she made her way over to Peter, who was now thrashing wildly, but still careful to listen to the conversation occurring in Gwen's hallway.

"This is over, Marcus. We are not together anymore. You can go now."

With those words, Peter fell into a peaceful abyss that stretched on for eternity. The pain had finally ceased to exist.


	19. Chapter 19

When Peter woke up, he felt a rush of warm blood shoot up to his brain. He saw little black dots all around him, and he had to wait a minute before he could see clearly. Everything is as it should be in his tiny, dirty bedroom. He doesn't remember the previous night or how he managed to climb into his comfortable bed. He should be at school. Shouldn't he? When he pushed his comforter off of his body and he swung his legs over the edge of his bed, the memories of huge explosions and piercing screams came rushing back, and suddenly, everything within his body was screaming at him.

He managed to somehow get up, and limp to his restroom. Once there, he winced at himself as he stared at the wounds covering his skin. He saw red patches covering his chest, where he vaguely remembered Gwen pulling pieces of his burnt spandex suit off. He noticed the wound from where the Green Goblin had pierced his nail and taken a considerable amount of blood.

He knew that Norman Osborn couldn't have taken the capsule full of his blood for a trivial purpose. Peter feared for his own sake, wondering what use Norman would put it to, and he knew there wasn't anything he could do but wait.

Peter sat motionless in his bedroom, going over the events from the day before in his head. It all came back so vibrantly clear that he felt as though he was there again, watching the helpless man fall to his death, praying with every ounce that Aunt May and Gwen reached safety. It was then that he thought of his rescuers. His Aunt May wasn't home, for he couldn't hear the shuffling of feet anywhere within the house. Just in case his hearing abilities were damaged during the fight, he spent a good few minutes making his way around the entire house looking for her.

He checked his phone, and he saw that he had received an innumerable amount of text messages from Gwen. He was filled with more curiosity as to where his aunt was, and so he dialed her number. She answered on the third ring.

"Peter," she said, her voice shaking on the other end.

He felt a sensational feeling of comfort engulf him, and he was overpowered by the sudden need to cry. He heard the hitch in her breathing, and he knew wherever she was, she wasn't moving, waiting for him to answer her.

"Where are you?" he asked her.

Peter knew the market was safe and that Norman wouldn't be in any position to victimize anymore helpless people until he recovered from the last fight, but it didn't prevent him from worrying over his aunt.

"I just came to the market. I thought I could make it before you woke up. We're out of eggs."

"I could've swung by that way," he told her.

His aunt remained voiceless for a fleeting few seconds before answering him.

"You should find a way to talk to Gwen. She'll be in class, but I'm sure you know that."

Peter told her he would. He hung up the phone, and made his way over to the shower, where he spent the next hour yelling at the top of his lungs every time a drop of water hit an open cut.

When Peter reached Midtown Science, the parking lot that was usually filled to the maximum with cars was almost empty. He assumed that no student or teacher in their right mind would come to a very publicly open high school the day after an attack. He entered the school through a back door; otherwise, the office would have hounded him if they'd seen him enter the building so late.

The halls were eerily quiet. The only sound that could be heard were Peter's footsteps as he slowly crept down the hallway, searching for Gwen's current class. When he reached her classroom door, the bell rang shrilly above him.

The doors all along the hallway were thrown open, and Peter could see that a significant amount of students didn't come to school. He turned his attention to the students exiting the class just beside him, and he saw a head of blonde hair step out into the hall. It was almost like she knew he'd be there or her instincts told her to turn her head because they both were suddenly so aware of each other that their gazes remained locked. He could see Gwen searching for something to say, but he didn't let her get far enough to find it. He hugged her tightly, her body emitting warm heat that soothed his muscles. She did nothing but hug him back, and they stood there for a while, merely acknowledging the fact that they were both okay. They would be okay.

"I turned in our English assignment already," Gwen finally said.

"It isn't due until this Friday," he answered.

"Are you okay?"

He was certain she was about ready to bawl, judging from her almost quivering lip. Peter knew his injuries must have looked more terrible than he thought. He chose to settle for an answer that wouldn't put her in any more distress.

"I'm as good as I can be."

She nodded, his answer seeming to satisfy her.

"Why did you come?"

"I came to see if you were okay."

"You're the one that looks like you got run over with a bus," she told him. "It hurts to look at you."

"I'm leaving right now. I just needed to see you. Thank you for last night. I know it wasn't easy seeing me so – so beat up," Peter responded.

"Peter, it's never easy."

He scratched at his hair, knowing that Gwen would spend the rest of her day worrying even more about him, but he couldn't stay. The level of tension was reaching a maximum for Peter, and he didn't think he could stand talking in hushed tones surrounded by anxious teenagers any longer. The curious glares were too much to bear. He wanted to scream at them, ask why they insisted on staring at him like as if he was a freak with some abnormality.

"I need to get going," Peter finally told Gwen.

He saw the look of scrutiny flash in her eyes, and he knew Gwen's investigation skills were going to be very thoroughly used.

"What are you going to do?"

He didn't want to tell her. He knew he shouldn't, but as he stood there, looking into her worrisome eyes, he knew he had to because she had been there for him every step of the way, and he couldn't push her away now. So, he told her.

"I'm just going to run a patrol. Also, I want to find out why Norman took a sample of my blood."

She stared at him, her mouth agape. She wanted to interrogate him. He was absolutely certain of that, but she remained quiet, waiting some time before answering again.

"He took a sample of your blood?"

Gwen watched him, waiting for his answer. He wanted to shield her, to not answer any of her questions that would only spur the creation of more, but he knew he couldn't do that. She was already too far into the mess that Peter Parker called his reality.

"Yes."

"Don't go. Go home, Pete. You can't do anything in the shape you're in right now."

She didn't ask any more questions. He knew she didn't care. She was done asking questions. Gwen Stacy was as fed up with him as she'd ever been because she'd finally seen him near death, and that could frighten anyone, even the fearless, intelligent Gwen.

"Gwen, I have all of New York City against me right now. You can't be against me also. My world is upside down. It's your world also, and I don't want you living in one that isn't safe."

He wondered where his Gwen went, who had taken her rebellious personality that would argue with Peter whenever he'd insist on doing something foolish. She stared at him, the words she wanted to say on the tip of her tongue. Finally, she spoke.

"It wouldn't be my world without you in it, Peter Parker. That's how it's going to be if you get yourself killed."

He watched her eyes grow cold, and he knew that Gwen had grown accustomed to his immature ways. Peter would protect the city, no matter what it cost, even if it took his own life, and Gwen had finally understood. He was speechless.

"I need to go," Gwen whispered.

Peter nodded and watched her turn swiftly on her heels and walk through the slowly vanishing crowd of students. He knew he had no more business standing there in a deserted hallway, for there was nothing remaining there for him but the ghost of his worriless adolescent days.

"Hey, Parker," he heard a voice call from behind him.

He turned, immediately being hit with the distinct cologne that belonged to Marcus Fisher.

"Listen, I need to get going," Peter answered, already making his way down the corridor.

"Take good care of her, Parker. She deserves someone who will do anything for her," Marcus told him.

Peter didn't stop, but his attention was then entirely on the words that were directed towards him.

"Don't lose her, man," Marcus murmured before running down the empty hallway, towards his next class.

Peter wondered if he already had.

* * *

He was disappointed after his patrol. He found nothing but a few criminals in violation of parole that he was sure he'd already caught and publicly embarrassed at least once before. It made the job less exciting, and it gave him spare time to let his thoughts think back to Norman Osborn. He had decided to take Gwen's words for what they were: saintly advice. He couldn't battle the Green Goblin in his condition, and he couldn't go searching around OsCorp without an excuse using his internship at the Daily Bugle, which he was sure he'd be fired from sometime soon.

_Gwen._

Peter reached into his backpack that was cleverly hidden on a rooftop and pulled out his cell phone. He dialed Gwen's phone number but he grew disappointed when she didn't answer. He left a voice-mail, and he forced himself to wait before ringing her again. When he did so, however, she still didn't answer.

He tried to stop the paranoid thoughts that came springing to his head, but he was provided with no luck to do so. Instead, he decided to swing by Gwen's apartment for necessary precautions.

He made it onto her fire escape noiselessly and was immediately comforted by the image of Gwen sleeping on her bed, not aware that the sight of her might have been the most wonderful thing Peter had ever seen.

He knocked lightly on the window. She didn't stir. He waited a long time, but when she didn't wake up he found a comfortable position on her fire escape. Peter wasn't too sure when it was that he had drifted into a peaceful slumber with the image of a sleeping Gwen burning in his mind.

* * *

"Pete," a soft voice murmured just next to his ear.

He shot upwards, almost throwing his backpack that lay on his lap in the process. He wasn't sure how long he'd been asleep, but he knew the sun had been out when he'd sat down.

Gwen pulled him inside, her face one of shock and interest.

"What are you doing here?" Gwen asked him.

Peter yawned.

"You weren't answering your phone."

"I took a nap," Gwen answered.

"I know."

Gwen was looking at him, studying his every visible piece of skin. He grew nervous, wanting desperately to throw a sheet over his face.

"Norman looked fine at work. He looked healthy, really," she told him. "Do you think he's giving himself a larger dosage of serum?"

"No."

Peter was most positive it wasn't a larger dosage. He was sure of it.

"I think he's noticed I've been watching him."

He glares at her, his eyes filled to the brim with worry. She could see his concern, Peter knew.

"I'll be more careful," she told him.

Suddenly, his thoughts began to cave within his mind. They collapsed, and he began to feel pressure against his chest. He struggled to speak, to breath.

"I can't lose you."

Gwen found her way over to his shaking, trembling body. She hugged him, and his limbs grew weak. He collapsed entirely into her arms, and he was reminded once more that Peter Parker would always need Gwen Stacy to be his rock.

"You can't get rid of me, Parker," she whispered.

He had never needed her so bad.

Peter grabbed her waist, pressing his thumbs against her hipbones. Gwen's fingers snaked their way over his arms to rest on his chest. She moved her head in close and whispered, "I can feel your heart, Peter Parker."

His mind was thinking a million things all at once. Peter wondered what he should do next, for he wasn't very experienced in such things, but before his mind lingered on this problem much longer, he felt Gwen's lips crush into his own, and suddenly, all rational thinking vanished from Peter Parker's mind.

He responded to her forceful kiss by matching her same pressure. Her arms found their way around his neck, and her fingers tugged at his hair. An amazing burst of adrenaline coursed through each of their veins, and Peter responded to this rush through action. All he thought as he wrapped his arms around Gwen's petite frame was that he would be nothing without Gwen Stacy. Their bodies came together, not a measurable amount of space in between the pair. They grew so lost in each other that Peter didn't fully remember when it was that they had collided with Gwen's bed.

"You have my heart," Peter murmured.

They kissed so passionately that Peter was sure his heart would fail from the rapid beating. They pulled away, and when they did, Peter wrapped his arms around the girl who he would do anything to protect from the dangerous things of the world that they had grown to know.

"It's getting late. You should go," Gwen told him.

"I'm not going anywhere. You said that Norman suspects something."

She lifted her head to glare at him.

"It doesn't mean he is going to spy on me through my window."

"I'm worried he's capable of much more now," Peter whispered.

Gwen shook her head.

"Aunt May will worry."

"I'll call her."

Gwen knew she'd been defeated. Peter had always ignored her protests to do something against her wishes, and he certainly wouldn't begin to listen now when it came to protecting her. So, she agreed.

"Good night, Pete."

He grinned before making his way to her bedroom window.

"Good night, Gwen."


End file.
